Edelteq Holdings Berhad - Prospectus (Part 1)

You might also like

Download as pdf or txt
Download as pdf or txt
You are on page 1of 190

NOTICE ACCOMPANYING THE ELECTRONIC PROSPECTUS OF EDELTEQ HOLDINGS BERHAD

("EDELTEQ" OR THE "COMPANY") DATED 9 MAY 2023 ("ELECTRONIC PROSPECTUS")

(Unless otherwise indicated, specified or defined in this notice, the definitions in the Prospectus shall apply
throughout this notice)

Website

The Electronic Prospectus can be viewed or downloaded from Bursa Malaysia Securities Berhad's
("Bursa Securities") website at https://www.bursamalaysia.com/ ("Website").

Availability and Location of Paper/Printed Prospectus

Any applicant in doubt concerning the validity or integrity of the Electronic Prospectus should immediately
request a paper/printed copy of the Prospectus directly from the Company, UOB Kay Hian Securities (M)
Sdn Bhd ("UOBKH"), or Malaysian lssuing House Sdn Bhd. Alternatively, the applicant may obtain a copy
of the Prospectus from participating organisations of Bursa Securities, members of the Association of
Banks in Malaysia and members of the Malaysian lnvestment Banking Association.

Prospective investors should note that the Application Forms are not available in electronic format.

Jurisdictional Disclaimer

This distribution of the Electronic Prospectus and the sale of the units are subject to Malaysian law. Bursa
Securities, UOBKH and Edelteq take no responsibility for the distribution of the Electronic Prospectus
and/or the sale of ordinary shares in Edelteq ("Share(s)") outside Malaysia, which may be restricted by
law in other jurisdictions. The Electronic Prospectus does not constitute and may not be used for the
purpose of an offer to sell or an invitation of an offer to buy any Shares, to any person outside Malaysia or
in any jurisdiction in which such offer or invitation is not authorised or lawful or to any person to whom it is
unlawful to make such offer or invitation. Persons who may be in possession of the Prospectus are
required to inform themselves of and to observe such restrictions.

Close of Application

Applications will be accepted from 10.00 a.m. on 9 May 2023 and will close at 5.00 p.m. on 17 May 2023.
If there are any changes to the timetable, the Company will advertise a notice of the changes in a widely
circulated English and Bahasa Malaysia newspaper within Malaysia.

The Electronic Prospectus made available on the Website after the closing of the application period is
made available solely for informational and archiving purposes. No securities will be allotted or issued on
the basis of the Electronic Prospectus after the closing of the application period.

Persons Responsible for the lnternet Site in which the Electronic Prospectus is Posted

The Electronic Prospectus which is accessible at the Website is owned by Bursa Securities. Users'
access to the Website and the use of the contents of the Website and/or any information in whatsoever
form arising from the Website shall be conditional upon acceptance of the terms and conditions of use as
contained in the Website.

The contents of the Electronic Prospectus are for informational and archiving purposes only and are not
intended to provide investment advice of any form or kind, and shall not at any time be relied upon as
such.
£JtEd••'eq en
PROSPECTUS
PROSPECTUS

PROSPECTUS
EDELTEQ
HOLDINGS BERHAD :::l
(Registration No. 201901033362 (1342692-X))
(Incorporated in Malaysia under the Companies Act 2016)
I-
U
18, 20 & 22, Lorong Impian Ria 4, W
Taman Impian Ria,
14000 Bukit Mertajam,
Il.
Pulau Penang.
en
o
It
Il.
EDELTEQ INITIAL PUBLIC OFFERING (“IPO”) OF 143,200,000 ORDINARY
SHARES IN EDELTEQ HOLDINGS BERHAD (“EDELTEQ” OR
HOLDINGS BERHAD “COMPANY”) IN CONJUNCTION WITH THE LISTING OF AND
QUOTATION FOR THE ENTIRE ENLARGED ISSUED SHARE

EDELTEQ HOLDINGS BERHAD


(Registration No. 201901033362 (1342692-X))
(Incorporated in Malaysia under the Companies Act 2016) CAPITAL OF EDELTEQ (“SHARES”) ON THE ACE MARKET OF
BURSA MALAYSIA SECURITIES BERHAD (“BURSA SECURITIES”)
COMPRISING:

(I) PUBLIC ISSUE OF 100,000,000 NEW SHARES (“ISSUE


SHARES”) IN THE FOLLOWING MANNER:

(A) 26,630,000 NEW ISSUE SHARES AVAILABLE FOR


APPLICATION BY THE MALAYSIAN PUBLIC;

Principal Adviser, Sponsor, (B) 63,370,000 NEW ISSUE SHARES BY WAY OF PRIVATE
Underwriter and Placement Agent PLACEMENT TO SELECTED INVESTORS;

(C) 10,000,000 NEW ISSUE SHARES AVAILABLE FOR


OUR ELIGIBLE EMPLOYEES AND PERSONS WHO HAVE
CONTRIBUTED TO THE SUCCESS OF OUR GROUP;
AND

(II) OFFER FOR SALE OF 43,200,000 EXISTING SHARES


(“OFFER SHARES”) MADE AVAILABLE FOR PRIVATE
PLACEMENT TO SELECTED INVESTORS

SUBJECT TO THE CLAWBACK AND REALLOCATION PROVISIONS


UOB KAY HIAN SECURITIES (M) SDN BHD
(Registration No. 199001003423 (194990-K)) AS SET OUT IN THIS PROSPECTUS, AT AN IPO PRICE OF RM0.24
(A Participating Organisation of Bursa Malaysia Securities Berhad) PER SHARE, PAYABLE IN FULL UPON APPLICATION.

THE ACE MARKET IS AN ALTERNATIVE MARKET DESIGNED PRIMARILY FOR EMERGING CORPORATIONS THAT MAY CARRY HIGHER
INVESTMENT RISK WHEN COMPARED WITH LARGER OR MORE ESTABLISHED CORPORATIONS LISTED ON THE MAIN MARKET. THERE IS ALSO
NO ASSURANCE THAT THERE WILL BE A LIQUID MARKET IN THE SHARES OR UNITS OF SHARES TRADED ON THE ACE MARKET. YOU SHOULD
BE AWARE OF THE RISKS OF INVESTING IN SUCH CORPORATIONS AND SHOULD MAKE THE DECISION TO INVEST ONLY AFTER CAREFUL
CONSIDERATION.

THE ISSUE, OFFER OR INVITATION FOR THE OFFERING IS A PROPOSAL NOT REQUIRING APPROVAL, AUTHORISATION OR RECOGNITION OF
THE SECURITIES COMMISSION MALAYSIA (“SC”) UNDER SECTION 212(8) OF THE CAPITAL MARKETS AND SERVICES ACT 2007.

THIS PROSPECTUS HAS BEEN REGISTERED BY BURSA SECURITIES. THE REGISTRATION OF THIS PROSPECTUS, SHOULD NOT BE TAKEN TO
INDICATE THAT BURSA SECURITIES RECOMMENDS THE OFFERING OR ASSUMES RESPONSIBILITY FOR THE CORRECTNESS OF ANY STATEMENT
MADE, OPINION EXPRESSED OR REPORT CONTAINED IN THIS PROSPECTUS. BURSA SECURITIES HAS NOT, IN ANY WAY, CONSIDERED THE
MERITS OF THE SECURITIES BEING OFFERED FOR INVESTMENT.

BURSA SECURITIES IS NOT LIABLE FOR ANY NON-DISCLOSURE ON THE PART OF THE COMPANY AND TAKES NO RESPONSIBILITY FOR THE
CONTENTS OF THIS DOCUMENT, MAKES NO REPRESENTATION AS TO ITS ACCURACY OR COMPLETENESS, AND EXPRESSLY DISCLAIMS ANY
LIABILITY FOR ANY LOSS YOU MAY SUFFER ARISING FROM OR IN RELIANCE UPON THE WHOLE OR ANY PART OF THE CONTENTS OF THIS
PROSPECTUS.

NO SECURITIES WILL BE ALLOTTED OR ISSUED BASED ON THIS PROSPECTUS AFTER 6 MONTHS FROM THE DATE OF THIS PROSPECTUS.

INVESTORS ARE ADVISED TO READ AND UNDERSTAND THE CONTENTS OF THIS PROSPECTUS. IF IN DOUBT, PLEASE CONSULT A
PROFESSIONAL ADVISER.

FOR INFORMATION CONCERNING RISK FACTORS WHICH SHOULD BE CONSIDERED BY PROSPECTIVE INVESTORS, SEE “RISK FACTORS”
COMMENCING ON PAGE 197.

www.edelteq.com T h i s P rospectus i s d a te d 9 m a y 2 0 2 3
RegistrationNo.
Registration No.201901033362
201901033362(1342692-X)
(1342692-X)

RESPONSIBILITY STATEMENTS

Our Directors, Promoters and Offerors (as defined herein) have seen and approved this Prospectus.
They collectively and individually accept full responsibility for the accuracy of the information contained
in this Prospectus. Having made all reasonable enquiries, and to the best of their knowledge and belief,
they confirm that there is no false or misleading statement or other facts which if omitted, would make
any statement in this Prospectus false or misleading.

UOB Kay Hian Securities (M) Sdn Bhd, our Principal Adviser, Sponsor, Underwriter and Placement
Agent, acknowledges that, based on all available information and to the best of its knowledge and belief,
this Prospectus constitutes a full and true disclosure of all material facts concerning our IPO.

STATEMENTS OF DISCLAIMER

Approval has been granted by Bursa Securities for the listing of and quotation for our Shares. Admission
to the Official List of Bursa Securities is not to be taken as an indication of the merits of our IPO, our
Company or our Shares.

Bursa Securities is not liable for any non-disclosure on the part of our Company and takes no
responsibility for the contents of this Prospectus, makes no representation as to its accuracy or
completeness and expressly disclaims any liability for any loss you may suffer arising from or in reliance
upon the whole or any part of the contents of this Prospectus.

This Prospectus, together with the Application Form (as defined herein), has also been lodged with the
Registrar of Companies, who takes no responsibility for its contents.

OTHER STATEMENTS

Investors should note that they may seek recourse under Sections 248, 249 and 357 of the Capital
Markets and Services Act 2007 for breaches of securities laws including any statement in this
Prospectus that is false, misleading, or from which there is a material omission; or for any misleading or
deceptive act in relation to this Prospectus or the conduct of any other person in relation to our Company.

Our Shares are offered to the public on the premise of full and accurate disclosure of all material
information concerning our IPO, for which any person set out in Section 236 of the Capital Markets and
Services Act 2007, is responsible.

Our Shares are classified as Shariah compliant by the SAC. This classification remains valid from the
date of issue of this Prospectus until the next Shariah compliance review undertaken by the SAC. The
new status is released in the updated list of Shariah-compliant securities, on the last Friday of May and
November.

This Prospectus has not been and will not be made to comply with the laws of any jurisdiction other than
Malaysia, and has not been and will not be lodged, registered or approved pursuant to or under any
applicable securities or equivalent legislation or with or by any regulatory authority or other relevant body
of any jurisdiction other than Malaysia.

We will not, prior to acting on any acceptance in respect of our IPO, make or be bound to make any
enquiry as to whether you have a registered address in Malaysia and will not accept or be deemed to
accept any liability in relation thereto, whether or not any enquiry or investigation is made in connection
therewith.

This Prospectus is prepared and published solely for our IPO in Malaysia under the laws of Malaysia.
Our Shares are issued and offered in Malaysia solely based on the contents of this Prospectus. Our
Directors, Promoters, Offerors, and Principal Adviser, Sponsor, Underwriter and Placement Agent have
not authorised anyone to provide you with information which is not contained in this Prospectus.

The distribution of this Prospectus and our IPO are subject to the laws of Malaysia. Our Company,
Promoters, Offerors and Principal Adviser, Sponsor, Underwriter and Placement Agent take no
responsibility for the distribution of this Prospectus (in preliminary or final form) outside Malaysia. No
action has been taken to permit a public offering of the securities of our Company based on this
Prospectus or the distribution of this Prospectus outside Malaysia.

i
i
Registration
RegistrationNo.
No.201901033362
201901033362(1342692-X)
(1342692-X)

This Prospectus may not be used for the purpose of and does not constitute an offer to sell or an
invitation to buy the securities offered in our IPO in any jurisdiction or in any circumstances in which
such an offer or invitation is not authorised or is unlawful. This Prospectus shall also not be used to
make an offer of or invitation to buy the securities offered in our IPO to any person to whom it is unlawful
to do so. Our Company, Promoters, Offerors and Principal Adviser, Sponsor, Underwriter and
Placement Agent require you to inform yourselves of and to observe such restrictions.

It shall be your sole responsibility, if you are or may be subject to the laws of any countries or jurisdictions
other than Malaysia to consult your legal and / or other professional adviser as to whether your
application for our IPO would result in the contravention of any laws of such countries or jurisdictions.
Neither we nor our Principal Adviser, Sponsor, Underwriter and Placement Agent nor any other advisers
in relation to our IPO shall accept any responsibility or liability in the event that any application made by
you shall become illegal, unenforceable, avoidable or void in any such country or jurisdiction.

Further, it shall be your sole responsibility to ensure that your application for our IPO would be in
compliance with the terms of our IPO and would not be in contravention of any laws of countries or
jurisdictions other than Malaysia to which you may be subjected to. We will further assume that you had
accepted our IPO in Malaysia and will at all applicable times be subjected only to the laws of Malaysia
in connection therewith.

However, we reserve the right, in our absolute discretion, to treat any acceptances as invalid if we
believe that such acceptance may violate any law or applicable legal or regulatory requirements.

ELECTRONIC PROSPECTUS

This Prospectus can also be viewed or downloaded from Bursa Securities' website at
www.bursamalaysia.com. The contents of the Electronic Prospectus (as defined herein) are as per the
contents of this Prospectus registered by Bursa Securities.

You are advised that the internet is not a fully secured medium, and that your Internet Share Application
(as defined herein) is subject to the risk of problems occurring during data transmission, computer
security threats such as viruses, hackers and crackers, faults with computer software and other events
beyond the control of the Internet Participating Financial Institutions (as defined herein). These risks
cannot be borne by the Internet Participating Financial Institutions.

If you are in doubt as to the validity or integrity of the Electronic Prospectus, you should immediately
request from us, our Principal Adviser or the Issuing House (as defined herein), a paper / printed copy
of this Prospectus.

In the event of any discrepancies arising between the contents of the Electronic Prospectus and the
contents of the paper / printed copy of this Prospectus for any reason whatsoever, the contents of the
paper / printed copy of this Prospectus, which are identical to the copy of this Prospectus registered by
Bursa Securities, shall prevail.

In relation to any reference in this Prospectus to third party internet sites (referred to as "Third Party
Internet Sites"), whether by way of hyperlinks or by way of description of the Third Party Internet Sites,
you acknowledge and agree that:

(i) we and our Principal Adviser do not endorse and are not affiliated in any way with the Third
Party Internet Sites and are not responsible for the availability of, or the contents or any data,
information, files or other material provided on the Third Party Internet Sites. You shall bear all
risks associated with the access to or use of the Third Party Internet Sites;

(ii) we and our Principal Adviser are not responsible for the quality of products or services in the
Third Party Internet Sites, particularly for fulfilling any of the terms of your agreements with the
Third Party Internet Sites. We and our Principal Adviser are also not responsible for any loss,
damage or cost that you may suffer or incur in connection with or as a result of dealing with the
Third Party Internet Sites or the use of or reliance on any data, information, files or other material
provided by such parties; and

ii
ii
Registration
RegistrationNo.
No.201901033362
201901033362(1342692-X)
(1342692-X)

(iii) any data, information, files or other material downloaded from the Third Party Internet Sites is
done at your own discretion and risk. We and our Principal Adviser are not responsible, liable
or under obligation for any damage to your computer system or loss of data resulting from the
downloading of any such data, information, files or other material.

Where an Electronic Prospectus is hosted on the website of the Internet Participating Financial
Institutions, you are advised that:

(i) the Internet Participating Financial Institutions are liable in respect of the integrity of the contents
of the Electronic Prospectus, to the extent of the contents of the Electronic Prospectus situated
on the web server of the Internet Participating Financial Institutions which may be viewed via
your web browser or other relevant software. The Internet Participating Financial Institutions
shall not be responsible in any way for the integrity of the contents of the Electronic Prospectus
which has been downloaded or otherwise obtained from the web server of the Internet
Participating Financial Institutions and thereafter communicated or disseminated in any manner
to you or other parties; and

(ii) while all reasonable measures have been taken to ensure the accuracy and reliability of the
information provided in the Electronic Prospectus, the accuracy and reliability of the Electronic
Prospectus cannot be guaranteed as the internet is not a fully secured medium.

The Internet Participating Financial Institutions shall not be liable (whether in tort or contract or
otherwise) for any loss, damage or cost, you or any other person may suffer or incur due to, as a
consequence of or in connection with any inaccuracies, changes, alterations, deletions or omissions in
respect of the information provided in the Electronic Prospectus which may arise in connection with or
as a result of any fault or faults with web browsers or other relevant software, any fault or faults on your
or any third party's personal computer, operating system or other software, viruses or other security
threats, unauthorised access to information or systems in relation to the website of the Internet
Participating Financial Institutions, and / or problems occurring during data transmission, which may
result in inaccurate or incomplete copies of information being downloaded or displayed on your personal
computer.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

iii
iii
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

INDICATIVE TIMETABLE

An indicative timetable of our IPO is set out below:

Event(s) Tentative Date(s)

Issuance of this Prospectus / Opening of the application period 10.00 a.m., 9 May 2023
for our IPO

Closing of the application period for our IPO 5.00 p.m., 17 May 2023

Balloting of the Applications 19 May 2023

Allotment / transfer of our IPO Shares to successful applicants 26 May 2023

Listing on the ACE Market 30 May 2023

If there is any change to the timetable, we will advertise the notice of the change in a widely circulated
Bahasa Malaysia and English daily newspaper in Malaysia and make an announcement on Bursa
Securities' website.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

iv
iv
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

PRESENTATION OF INFORMATION

All references to "Edelteq" or "our Company" in this Prospectus are to Edelteq Holdings Berhad, while
references to "Edelteq Group" or "our Group" are to our Company and our Subsidiaries, namely ETSB,
EVSB, CESB, ETMSB and DTSB (as defined in the definitions). References to "we", "us", "our" and
"ourselves" are to our Company or our Group or any member of our Group, as the context requires.
Unless the context otherwise requires, references to "Management" are to our Directors and our Key
Senior Management as disclosed in this Prospectus and statements as to our beliefs, expectations,
estimates and opinions are those of our Management.

Certain abbreviations, acronyms and technical terms used are defined in the "Definitions" and "Glossary
of Technical Terms" sections of this Prospectus. Words denoting the singular shall, where applicable,
include the plural and vice versa. Words denoting the masculine gender shall, where applicable, include
the feminine and neuter genders and vice versa. References to persons shall include companies and
corporations.

In this Prospectus, references to the "Government" are to the Government of Malaysia, and references
to "RM" and "sen" are to the lawful currency of Malaysia. The word "approximately" used in this
Prospectus is to indicate that a number is not an exact one, but that number is usually rounded off to
the nearest hundredth or 2 decimal places. Any discrepancies in the tables included in this Prospectus
between the amounts listed and the total thereof are due to rounding.

If there are any discrepancies or inconsistencies between the English and Bahasa Malaysia versions
of this document, the English version shall prevail. Any reference to dates and times in this Prospectus
are references to dates and times in Malaysia.

Any reference to any provisions of the statutes, rules, regulations, enactments or rules of stock
exchange in this Prospectus shall (where the context admits), be construed as a reference to provisions
of such statutes, rules, regulations, enactments or rules of stock exchange (as the case may be) as
modified by any written law or (if applicable) amendment or re-enactment to statutes, rules, regulations,
enactments, or rules of stock exchange for the time being in force.

This Prospectus includes statistical data provided by our Management and various third parties and
cites third party projections regarding growth and performance of the market and industry in which our
Group operates or are exposed to. This data is taken or derived from information published by industry
sources and from our internal data. In each such case, the source is stated in this Prospectus. Where
no source is stated, it can be assumed that the information originates from our Management.

In particular, certain information in this Prospectus is extracted or derived from the report on 11 April
2023 prepared by SMITH ZANDER (as defined herein), an independent market researcher. We have
appointed SMITH ZANDER to provide an independent market and industry review. In compiling their
data for the review, SMITH ZANDER relied on its research methodology, industry sources, sources
from government bodies, published materials and their own private databases.

The information on our website, or any website directly or indirectly linked to such website does not
form part of this Prospectus and you should not rely on it.

vv
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

FORWARD-LOOKING STATEMENTS

This Prospectus includes forward-looking statements. All statements other than statements of historical
facts included in this Prospectus, including, without limitation, those regarding our financial position,
business strategies, prospects, plans and objectives of our Company for future operations, are forward
-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties,
contingencies and other factors which may cause our actual results, our performance or achievements,
or industry results, to be materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Such forward-looking statements are based
on numerous assumptions regarding our present and future business strategies and the environment
in which we will operate in the future. Such forward-looking statements reflect our current views with
respect to future events and are not a guarantee of future performance.

Forward-looking statements can be identified by the use of forward-looking terminology such as the
words "may", "will", "would", "could", "believe", "expect", "anticipate", "intend", "estimate", "aim", "plan",
"forecast", or similar expressions and include all statements that are not historical facts. Such forward-
looking statements include, without limitation, statements relating to:

(i) our future overall business development and operations;

(ii) our financial performance and financing plans including earnings, cash flow and liquidity;

(iii) potential growth opportunities;

(iv) our business strategies, trends and competitive position and the effect of such competition;

(v) the plans and objectives of our Company for future operations; and

(vi) the general industry environment, including the demand and supply for our products and
services.

Our actual results may defer materially from information contained in such forward-looking statements
as a result of a number of factors including, without limitations:

(i) the economic, political and investment environment in Malaysia and globally; and

(ii) government policy, legislation or regulation.

Additional factors that could cause actual results, performance or achievements to differ materially
include, but are not limited to those discussed in Section 9 on "Risk Factors" and Section 12.3 on
"Management's Discussion and Analysis of Financial Condition and Results of Operations". We cannot
give any assurance that the forward-looking statements made in this Prospectus will be realised. Such
forward-looking statements are made only as at the date of this Prospectus.

Should we become aware of any subsequent material change or development affecting matter
disclosed in this Prospectus arising from the date of registration of this Prospectus but before the date
of allotment of the IPO Shares, we shall further issue a supplemental or replacement prospectus, as
the case may be, in accordance with the provisions of Section 238(1) of the CMSA and Paragraph 1.02,
Chapter 1 of Part II (Division 6) of the Prospectus Guidelines (Supplementary and Replacement
Prospectus).

vi
vi
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

DEFINITIONS

The following definitions shall apply throughout this Prospectus unless the definitions are defined
otherwise or the context requires otherwise:

COMPANIES WITHIN OUR GROUP:

CESB : Camyang Enterprise Sdn Bhd (Registration No. 200601005398


(725147-T))

DTSB : Dysteq Technique Sdn Bhd (Registration No. 201901013390 (1322718-


W))

Edelteq or our : Edelteq Holdings Berhad (Registration No. 201901033362 (1342692-X))


Company

Edelteq Group or our : Collectively, Edelteq and our Subsidiaries


Group

ETMSB : Edel Technology (M) Sdn Bhd (Registration No. 200401018737


(657240-T))

ETSB : Edelteq Technologies Sdn Bhd (Registration No. 201901010509


(1319837-U))

EVSB : Edelteq Ventures Sdn Bhd (Registration No. 201901012483 (1321811-


T))

Subsidiaries : Collectively, CESB, DTSB, ETMSB, ETSB and EVSB

GENERAL

ACE Market : ACE Market of Bursa Securities

Acquisitions : Collectively, Acquisition of ETSB, Acquisition of EVSB, Acquisition of


CESB, Acquisition of ETMSB and Acquisition of DTSB

Acquisition of CESB : Acquisition by Edelteq of the entire issued share capital of CESB of
RM100,000 comprising 100,000 ordinary shares for a total purchase
consideration of RM919,173 being fully satisfied via the issuance of
26,262,086 new Shares at an issue price of RM0.035 per Share. The
conditional share sale agreement for the Acquisition of CESB was
completed on 24 March 2023 and the new Shares were allotted and
issued on 30 March 2023

Acquisition of DTSB : Acquisition by Edelteq of the entire issued share capital of DTSB of
RM100,000 comprising 100,000 ordinary shares for a total purchase
consideration of RM449,037 being fully satisfied via the issuance of
12,829,629 new Shares at an issue price of RM0.035 per Share. The
conditional share sale agreement for the Acquisition of DTSB was
completed on 24 March 2023 and the new Shares were allotted and
issued on 30 March 2023

Acquisition of ETMSB : Acquisition by Edelteq of the entire issued share capital of ETMSB of
RM1,000,000 comprising 1,000,000 ordinary shares for a total purchase
consideration of RM4,982,459 being fully satisfied via the issuance of
142,355,972 new Shares at an issue price of RM0.035 per Share The
conditional share sale agreement for the Acquisition of ETMSB was
completed on 24 March 2023 and the new Shares were allotted and
issued on 30 March 2023

vii
vii
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

DEFINITIONS (CONT'D)

Acquisition of ETSB : Acquisition by Edelteq of the entire issued share capital of ETSB of
RM200,000 comprising 200,000 ordinary shares for a total purchase
consideration of RM7,570,172 being fully satisfied via the issuance of
216,290,629 new Shares at an issue price of RM0.035 per Share. The
conditional share sale agreement for the Acquisition of ETSB was
completed on 24 March 2023 and the new Shares were allotted and
issued on 30 March 2023

Acquisition of EVSB : Acquisition by Edelteq of the remaining 49.00% issued share capital of
EVSB of RM200,000 comprising 200,000 ordinary shares for a total
purchase consideration of RM197,906 being fully satisfied via the
issuance of 5,654,457 new Shares at an issue price of RM0.035 per
Share. The conditional share sale agreement for the Acquisition of EVSB
was completed on 24 March 2023 and the new Shares were allotted and
issued on 30 March 2023

Act : Companies Act 2016

ADA : Authorised Depository Agent

AGM : Annual General Meeting

Aicode Labs : Aicode Labs Sdn Bhd (Registration No. 201901044357 (1353687-H))

Application : The application for the IPO Shares by way of Application Form, the
Electronic Share Application and / or the Internet Share Application

Application Form : The printed application form for the application of our IPO Shares

ATM : Automated teller machine

Authorised Financial : Authorised financial institution participating in the Internet Share


Institution Application, with respect to payments for our IPO Shares

Batu Kawan Land : A piece of leasehold land described as H.S.(D) 51229, PT 6139, Mukim
13, Daerah Seberang Perai Selatan, Negeri Pulau Pinang measuring
approximately 63,745.70 sq. ft.

BNM : Bank Negara Malaysia

Board : Board of Directors (including independent directors) of Edelteq

Boardroom Share : Boardroom Share Registrars Sdn Bhd (Registration No 199601006647


Registrars or Share (378993-D))
Registrar

Bursa Depository or : Bursa Malaysia Depository Sdn Bhd (Registration No. 198701006854
Depository (165570-W))

Bursa Securities : Bursa Malaysia Securities Berhad (Registration No. 200301033577


(635998-W))

CAGR : Compound annual growth rate

Capitalisation : Capitalisation of RM820,000 via issuance of 820,000 new Shares at an


issue price of RM1.00 per Share in Edelteq, which was completed on 31
December 2021

CDS : Central Depository System

viii
viii
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

DEFINITIONS (CONT'D)

CDS Account : Account established for a Depositor by Bursa Depository for the
recording of deposits or withdrawals of securities and for dealings in such
securities by the Depositor

CEO : Chief Executive Officer

CF or CCC : Certificate of fitness for occupation or certificate of completion and


compliance or its equivalent issued by the local authorities or principal
submitting person (whichever is applicable)

CMSA : Capital Markets and Services Act 2007

Constitution : Constitution of our Company, as may be amended from time to time

COVID-19 : Coronavirus disease 2019, an infectious respiratory disease which first


broke out in 2019 and has been declared as pandemic affecting many
countries globally by the World Health Organisation in 2020

D&D : Design and Development

Depositor : A holder of a CDS Account

Directors : The director(s) of our Company and shall have the meaning given in
Section 2(1) of the CMSA

EBITDA : Earnings before interest, taxation, depreciation and amortisation

Edelteq Share(s) or : Ordinary shares in our Company


Share(s)

Electronic Prospectus : A copy of this Prospectus that is issued, circulated or disseminated via
the internet, and / or an electronic storage medium, including but not
limited to CD-ROMs (compact disc read-only memory)

Electronic Share : An application for the IPO Shares through a Participating Financial
Application Institution's ATM

Eligible Persons : Collectively, the eligible employees of our Group and persons who have
contributed to the success of our Group

EPF : Employees Provident Fund

EPS : Earnings per Share

Executive Directors : Collectively, Chin Yong Keong and Khong Chee Seong

Financial Years Under : Collectively, FYE 2019, FYE 2020, FYE 2021 and FYE 2022
Review

FYE : Financial year ended 31 December, as the case may be

GP : Gross profit

ICOF : Islamic Cost of Fund

IFRS : International Financial Reporting Standards, as issued by the


International Accounting Standards Board

ix
ix
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

DEFINITIONS (CONT'D)

IMR or SMITH : SMITH ZANDER INTERNATIONAL SDN BHD (Registration No.


ZANDER 201301028298 (1058128-V)), an independent market researcher

IMR Report : The independent market research report titled "Independent Market
Research Report on the IC Assembly and Test Segment of the
Semiconductor Industry and Semiconductor Engineering Support
Industry" prepared by the IMR

Internet Participating : Participating financial institutions for the Internet Share Application, as
Financial Institutions listed in Section 16 of this Prospectus

Internet Share : Application for the IPO Shares through an online share application
Application service provided by the Internet Participating Financial Institutions

IoT : Internet of things, a system of interrelated computing devices,


mechanical and digital machines

IPO : Collectively, initial public offering comprising the Public Issue and Offer
for Sale

IPO Price : RM0.24 for each IPO Share

IPO Share(s) : Collectively, the Issue Share(s) and Offer Share(s)

IRB : Inland Revenue Board of Malaysia

Issue Share(s) : The 100,000,000 new Shares to be issued pursuant to the Public Issue

Key Senior : Collectively, Chin Yong Keong, Khong Chee Seong, Chin Yuen Fong,
Management Yap Hooi Min and Lee Kim Loon

Listing : The admission to the Official List and the listing and quotation of our
entire enlarged issued share capital on the ACE Market

Listing Requirements : ACE Market Listing Requirements of Bursa Securities

Lot 9 Asasjaya : A double-storey semi-detached light industry factory with built up area of
3,965.42 sq. ft. erected on GM 10152, Lot 32702, Mukim 14, Daerah
Seberang Perai Tengah, Negeri Pulau Pinang bearing the postal
address at 9, Lorong Asasjaya 19, Kawasan Industri Ringan Asasjaya,
14000 Bukit Mertajam, Pulau Pinang

Lot 11 Asasjaya : A double-storey semi-detached light industry factory with built up area of
3,965.42 sq. ft. erected on GM 10153, Lot 32703, Mukim 14, Daerah
Seberang Perai Tengah, Negeri Pulau Pinang bearing the postal
address at 11, Lorong Asasjaya 19, Kawasan Industri Ringan Asasjaya,
14000 Bukit Mertajam, Pulau Pinang

Lot 17 : A shop office erected on Geran Mukim 3310, Lot 10123 and Geran
Mukim 3395, Lot 10217, both in Mukim 14, Daerah Seberang Perai
Tengah, Negeri Pulau Pinang measuring 111 sq. m. bearing the postal
address at No. 17, Lorong Impian Ria 6, Taman Impian Ria, 14000 Bukit
Mertajam, Pulau Pinang

LPD : 10 April 2023, being the latest practicable date prior to the issuance of
this Prospectus

Malaysian Public : Citizens of Malaysia and companies, societies, co-operatives and


institutions incorporated or organised under the laws of Malaysia

xx
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

DEFINITIONS (CONT'D)

Market Day : A day on which Bursa Securities is open for trading in securities

MBSP : Seberang Perai City Council

MCO : Movement control order implemented under the Prevention and Control
of Infectious Diseases Act 1988 and Police Act 1967 as a preventive
measure to curb the spread of COVID-19 in Malaysia

MFRS : Malaysian Financial Reporting Standards, as issued by the Malaysian


Accounting Standards Board

MIDA : Malaysian Investment Development Authority

MIH or Issuing House : Malaysian Issuing House Sdn Bhd (Registration No. 199301003608
(258345-X))

MITI : Ministry of Investment, Trade and Industry

N/A : Not applicable or not available

NA : Net assets

NLC : National Land Code (Revised 2020)

Offer for Sale : Offer for sale by the Offerors of 43,200,000 existing Shares representing
approximately 8.11% of the enlarged issued share capital of our
Company, at the IPO Price

Offer Shares : The 43,200,000 existing Share(s) to be offered by the Offerors pursuant
to the Offer for Sale

Official List : A list specifying all securities listed on Bursa Securities

Participating Financial : Participating financial institutions for the Electronic Share Application, as
Institutions listed in Section 16 of this Prospectus

PAT : Profit after taxation

PBT : Profit before taxation

PDC : Penang Development Corporation

Pink Form Allocation : The allocation of 10,000,000 Issue Shares to the Eligible Persons

Pink Form Shares : 10,000,000 Issue Shares made available for application by the Eligible
Persons under the Pink Form Allocation

Pioneer Status : Letter of approval dated 2 October 2019 from MIDA to EVSB approving
Approval its pioneer status for tax incentives, for the production of reel auto
changer and cassette loader, automated inspection machine, parts and
components for semiconductor machines and factory automation
systems for a 5 years tenure

Pioneer Status : Pioneer Status Certificates granted by MIDA to ETSB on 17 March 2021
Certificates and 23 December 2021

Pre-IPO Restructuring : Collectively, Capitalisation, Share Split and Acquisitions


Exercise

xi
xi
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

DEFINITIONS (CONT'D)

Promoters or Offerors : Collectively, Chin Yong Keong, Khong Chee Seong, and Chin Yuen
Fong

Proposed Batu Kawan : A factory having the built-up area of approximately 43,500 sq. ft. to be
Factory constructed on Batu Kawan Land

Prospectus : This Prospectus dated 9 May 2023 in relation to our IPO

Public Issue : Public issue of 100,000,000 new Issue Shares at the IPO Price in the
following manner:

(i) 26,630,000 new Issue Shares made available for application by


the Malaysian Public;

(ii) 63,370,000 new Issue Shares made available for private


placement to selected investors; and

(iii) 10,000,000 new Issue Shares made available for the Eligible
Persons,

subject to the terms and conditions of this Prospectus

R&D : Research and Development

Rules : Rules of Bursa Depository as issued under the SICDA

SAC : Shariah Advisory Council of the SC

SC : Securities Commission Malaysia

SICDA or Central : Securities Industry (Central Depositories) Act 1991


Depositories Act

SOCSO : Social Security Organisation, also known as PERKESO (Pertubuhan


Keselamatan Sosial)

SOP : Standard operating procedures

sq. ft. : Square feet

sq. m. : Square metres

Share Split : Share split involving the subdivision of 1,020,000 existing Shares (after
the completion of Capitalisation) into 29,142,857 Shares, which was
completed on 28 July 2022

UK : United Kingdom

Underwriting : Underwriting agreement dated 30 March 2023 entered into between our
Agreement Company and the Underwriter for the purpose of our IPO

UOBKH or Principal : UOB Kay Hian Securities (M) Sdn Bhd (Registration No. 199001003423
Adviser or Sponsor or (194990-K))
Underwriter or
Placement Agent

United States : United States of America

YA : Years of Assessment

xii
xii
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

DEFINITIONS (CONT'D)

CURRENCY

EUR : Euro, the official currency of the European Union

GBP : British Pound Sterling, the lawful currency of United Kingdom

NTD : New Taiwan Dollar, the lawful currency of Taiwan

RM and sen : Ringgit Malaysia and sen, respectively

RMB : Renminbi, the lawful currency of the China

SGD : Singapore Dollar, the lawful currency of Singapore

USD : United States Dollar, the lawful currency of the United States

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

xiii
xiii
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

GLOSSARY OF TECHNICAL TERMS

The following technical terms in this Prospectus bear the same meanings as set out below unless the
term is defined otherwise or the context requires otherwise:

Actuator : A device that produces or controls the motion of a system by converting


energy and signals going into the system

ATE : Automated test equipment is equipment that is used to perform


functions such as inspection, tests and handling

Bearing : A tool that is used to facilitate rotational or linear movement and


reduces friction between moving parts

CAM : Computer Aided Manufacturing, which is the use of software and


computer-controlled machinery to facilitate the automation of
manufacturing processes

Capacitor : A device that is used to store electric charge, consisting of one or more
pairs of conductors separated by an insulator

CNC : Computer numerical control is a computerised manufacturing process


in which pre-programmed software and codes controls the movement
of the production equipment or machine

CSP : Chip scale package is a category of IC package which is surface


mountable and has an area no greater than 1.2 times of the die area

Die : A block of semiconductor material that is imprinted with functional


circuit

Diode : An electrical component with two terminals that conducts current in one
direction

DUT : A device under test card that is used to hold ICs to undergo burn-in test

Early life failure : Also known as infant mortality, it is a measurement on the possibility
for early failure of a semiconductor device in which this phase is
characterised by a relatively higher initial failure rate

ESD PET : Electrostatic discharge polyethylene terephthalate is a type of film with


anti-static property used in semiconductor manufacturing to prevent
electrostatic discharging event to protect electrostatic-sensitive
devices

Heatsink : A device used for absorbing and dispersing excessive or unwanted


heat away from a system

IC : An integrated circuit is an assembly and integration of active


semiconductor components such as transistors and diodes, and
passive semiconductor components such as resistors and capacitors,
on a single thin semiconductor material known as wafer

IDM : Integrated design manufacturers are brand owners or intellectual


property owners of ICs that are involved in the design, fabrication,
assembly and testing of ICs

Micro fiducial marks : Recognition marks on bare metal plates that act as reference points for
die attach and dicing

OSAT : Outsourced semiconductor assembly and testing companies are


companies that are involved in the assembly and testing of ICs

xiv
xiv
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

GLOSSARY OF TECHNICAL TERMS (CONT'D)

PCB : Printed circuit board is a flat base of insulating materials with tracks
made of conductive material (such as copper) which mechanically
supports and electrically connects electronic components that have
been mounted onto the material

Pneumatic cylinder : A mechanical device that produces force by using energy from
pressurised air

Resistor : An electrical component that introduces electrical resistance in an


electronic circuit

Semiconductor : A device made from material with electrical conductivity that enables it
to serve as a foundation for electronic devices. Semiconductors are
technology enablers for products such as memory chips, computers,
mobile phones, home appliances, and medical equipment

Shortwave infrared : An electromagnetic spectrum band that lies within the infrared range,
covering electromagnetic wavelengths ranging from approximately
1,000 to 3,000 nanometres

SiP : System-in-package is a method used for bundling multiple ICs into a


single package

Surface mounting : A process for producing electronic circuits, where electrical


components are mounted or soldered onto the surface of a PCB

Surface treatment : A process performed on metal surfaces by applying a layer of coating


for the purposes of providing protection from corrosion or damage,
improving the appearance of the final product, increasing the product's
surface solidity and resistance, and / or improving adhesion to other
treatments such as painting or photosensitive coatings

Transistor : A device that is used to amplify or switch electrical signals and power

TSV : Through-silicon via is a type of vertical electrical connection used in


semiconductor engineering and manufacturing that completely passes
through a silicon die or wafer to allow for the stacking of silicon dice

UPH : Units per hour is a measurement of production performance that is


derived by dividing the number of units produced by the number of
hours

Voltage : The potential difference in electric charge between two points

Wafer : A thin slice of semiconductor material, such as silicon, used in the


fabrication of ICs

Wafer pre-aligner : An equipment used to move a wafer to place it at the desired position
and orientation

Wave soldering : A large-scale soldering process used for the manufacturing of printed
circuit boards

WLCSP : Wafer-level chip scale package is an advanced packaging technology


of IC in which the packaging of IC is done at wafer-level, resulting in
the manufactured ICs to be close to the size of a single die

xv
xv
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

TABLE OF CONTENTS

PAGE
1. CORPORATE DIRECTORY 1

2. APPROVALS AND CONDITIONS 5


2.1 Approvals and conditions 5
2.2 Moratorium on our Shares 7

3. PROSPECTUS SUMMARY 8
3.1 Principal details of the IPO 8
3.2 Background and overview 8
3.3 Competitive strengths 10
3.4 Business strategies and future plans 11
3.5 Interruption to our business 13
3.6 Risk factors 14
3.7 Directors and Key Senior Management of our Group 15
3.8 Promoters and substantial shareholders 15
3.9 Utilisation of proceeds from the IPO 16
3.10 Financial and Operational highlights 16
3.11 Dividend policy 17

4. DETAILS OF OUR IPO 18


4.1 Details of the IPO 18
4.2 Share capital 23
4.3 Basis of arriving at the IPO Price 24
4.4 Dilution 25
4.5 Utilisation of proceeds from the IPO 27
4.6 Brokerage fee, underwriting commission and placement fee 35
4.7 Salient terms of the Underwriting Agreement 36

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, 39


DIRECTORS AND KEY SENIOR MANAGEMENT
5.1 Promoters and substantial shareholders 39
5.2 Directors 47
5.3 Board practices 62
5.4 Key Senior Management 67
5.5 Declaration from our Promoters, Directors and Key Senior Management 74
5.6 Family relationships and associations 74
5.7 Service agreements 75
5.8 Management succession plan 75

6. INFORMATION ON OUR GROUP 77


6.1 Information on our Group 77
6.2 Information on our Subsidiaries 85
6.3 Location of operations 90
6.4 Capital expenditure and divestitures 91
6.5 Public take-overs 92

xvi
xvi
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362(1342692-X)

TABLE OF CONTENTS (CONT’D)

PAGE
7. BUSINESS OVERVIEW 93
7.1 Background and history 93
7.2 Our principal activities and business model 99
7.3 Competitive strengths 117
7.4 Business strategies and future plans 122
7.5 Principal business segments and market 128
7.6 Major customers 129
7.7 Major suppliers 132
7.8 Operational processes 135
7.9 Quality control procedures and certifications 139
7.10 Technology 140
7.11 Types, sources and availability of supplies 140
7.12 Operating capacity and utilisation 141
7.13 Sales and marketing activities 145
7.14 Seasonality and cyclicality 146
7.15 Employees 147
7.16 D&D and R&D 149
7.17 Interruptions to our business 150
7.18 Major approvals, licences and permits obtained 152
7.19 Information on material lands and buildings 163
7.20 Governing laws and regulations including environmental concerns 171
7.21 Environmental, social and governance practices 171
7.22 Material dependency on contracts, agreements, documents or other 172
arrangements
7.23 Intellectual properties rights 173
7.24 Additional disclosure / other matters 175

8. IMR REPORT 180

9. RISK FACTORS 197


9.1 Risks relating to our business and our operations 197
9.2 Risks relating to the industry in which we operate 205
9.3 Risks relating to investment in our shares 206

10. RELATED PARTY TRANSACTIONS 209


10.1 Related party transactions 209
10.2 Transactions that are unusual in nature or condition 213
10.3 Outstanding loans and / or financial assistance made to or for the 214
benefit of related parties
10.4 Monitoring and oversight of related party transactions 215

11. CONFLICT OF INTEREST 216


11.1 Conflict of interest 216
11.2 Declaration by advisers on conflict of interest 216

12. FINANCIAL INFORMATION 217


12.1 Historical financial information 217
12.2 Capitalisation and indebtedness 220
12.3 Management's discussion and analysis of financial condition and results 220
of operations
12.4 Key financial ratios 257
12.5 Trend information 263
12.6 Order book 263
12.7 Significant changes 264
12.8 Dividend policy 264

xvii
xvii
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362(1342692-X)

TABLE OF CONTENTS (CONT’D)

PAGE
13. ACCOUNTANTS' REPORT 266

14. REPORTING ACCOUNTANTS' REPORT ON THE COMPILATION OF PRO 338


FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

15. ADDITIONAL INFORMATION 353


15.1 Share capital 353
15.2 Extract of our Constitution 353
15.3 Exchange controls 356
15.4 Limitation on the right to own securities 356
15.5 Material litigation 357
15.6 Material contracts 357
15.7 Consents 358
15.8 Documents for inspection 358
15.9 Responsibility statements 358

16. SUMMARISED PROCEDURES FOR APPLICATION AND ACCEPTANCE 359


16.1 Opening and closing of applications 359
16.2 Methods of applications 359
16.3 Eligibility 360
16.4 Procedures for application by way of Application Forms 361
16.5 Application by way of Electronic Share Applications 362
16.6 Application by way of Internet Share Applications 362
16.7 Authority of our Board and the Issuing House 362
16.8 Over / under-subscription 363
16.9 Unsuccessful / partially successful applicants 363
16.10 Successful applicants 364
16.11 Enquiries 365

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

xviii
xviii
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

1. CORPORATE DIRECTORY

BOARD OF DIRECTORS

Name / (Designation) Address Nationality


/ Gender

Datuk Johar Bin Che Mat No. 4, Jalan SS7/11 Kelana Jaya Malaysian /
(Independent Non-Executive Chairman) 47300 Petaling Jaya Male
Selangor

Chin Yong Keong 1818, Permatang Tinggi Malaysian /


(Executive Director / Group CEO) 14000 Bukit Mertajam Male
Pulau Pinang

Khong Chee Seong 6628 Jalan Mengkuang Malaysian /


(Executive Director / Business Unit 12200 Butterworth Male
Director) Pulau Pinang

Kamaruddin Bin Kassim Lot 31836, Batu 8 1/2 Malaysian /


(Independent Non-Executive Director) Jalan Gombak Utara Male
53100 Gombak
Selangor

Datin Soheir Binti Mohammad Khatib A-6-7 Li Villas Condominium Malaysian /


(Independent Non-Executive Director) Jalan 16/20 Female
Seksyen 16
46350 Petaling Jaya
Selangor

Joyce Wong Ai May 2A Jalan Sungai Air Putih 6 Malaysian /


(Independent Non-Executive Director) Botanica-CT Female
11000 Balik Pulau
Pulau Pinang

AUDIT COMMITTEE

Name Designation Directorship

Joyce Wong Ai May Chairman Independent Non-Executive Director

Kamaruddin Bin Kassim Member Independent Non-Executive Director

Datin Soheir Binti Member Independent Non-Executive Director


Mohammad Khatib

RISK MANAGEMENT COMMITTEE

Name Designation Directorship

Kamaruddin Bin Kassim Chairman Independent Non-Executive Director

Datin Soheir Binti Member Independent Non-Executive Director


Mohammad Khatib

Joyce Wong Ai May Member Independent Non-Executive Director

1
1
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

1. CORPORATE DIRECTORY (CONT’D)

NOMINATION AND REMUNERATION COMMITTEE

Name Designation Directorship

Datin Soheir Binti Chairman Independent Non-Executive Director


Mohammad Khatib

Kamaruddin Bin Kassim Member Independent Non-Executive Director

Joyce Wong Ai May Member Independent Non-Executive Director

COMPANY SECRETARIES : Chan Eoi Leng


55A, Medan Ipoh 1A
Medan Ipoh Bistari
31400 Ipoh
Perak

Professional : Chartered Secretary, Member of the


Qualification Malaysian Institute of Chartered
Secretaries and Administrators
(Membership No. MAICSA 7030866)
(SSM Practicing Certificate No.
202008003055)

Tel No. : +605-547 4833 / +605- 549 1510

Chong Kwai Yoong


55A, Medan Ipoh 1A
Medan Ipoh Bistari
31400 Ipoh
Perak

Professional : Chartered Secretary, Member of the


Qualification Malaysian Institute of Chartered
Secretaries and Administrators
(Membership No. MAICSA 7075434)
(SSM Practicing Certificate No.
202008001332)

Tel No. : +605-547 4833 / +605- 549 1510

Chan Wai Man


55A, Medan Ipoh 1A
Medan Ipoh Bistari
31400 Ipoh
Perak

Professional : Chartered Secretary, Member of the


Qualification Malaysian Institute of Chartered
Secretaries and Administrators
(Membership No. MAICSA 7075421)
(SSM Practicing Certificate No.
202008003871)

Tel No. : +605-547 4833 / +605- 549 1510

2
2
Registration No.
Registration No. 201901033362
201901033362 (1342692-X)
(1342692-X)

1. CORPORATE DIRECTORY (CONT’D)

REGISTERED OFFICE : 55A, Medan Ipoh 1A


Medan Ipoh Bistari
31400 Ipoh
Perak

Tel No. : +605-547 4833 / +605- 549 1510

HEAD OFFICE : No. 20, 1st Floor, Lorong Impian Ria 4


Taman Impian Ria
14000 Bukit Mertajam, Penang

Tel No. : +604-588 1855


Email : sales@edelteq.com
Website : https://edelteq.com

PRINCIPAL ADVISER, : UOB Kay Hian Securities (M) Sdn Bhd


SPONSOR, UNDERWRITER (Registration No. 199001003423 (194990-K))
AND PLACEMENT AGENT Suite 19.03, 19th Floor
Menara Keck Seng
203 Jalan Bukit Bintang
55100 Kuala Lumpur

Tel No. : +603-2147 1900

SOLICITORS FOR OUR IPO : Christopher & Lee Ong


Advocates & Solicitors
Level 22, Axiata Tower
No. 9, Jalan Stesen Sentral 5
Kuala Lumpur Sentral
50470 Kuala Lumpur

Tel No. : +603-2273 1919

AUDITORS AND REPORTING : Grant Thornton Malaysia PLT


ACCOUNTANTS (Registration No. 201906003682 (LLP0022494-LCA) & AF
0737)
Level 5
Menara BHL
51 Jalan Sultan Ahmad Shah
10050 Penang

Partner-in-charge : Terence Lau Han Wen

Professional : Chartered Accountant, Malaysian


Qualification Institute of Accountants
(Membership No.: CA 39074)

Audit Licence No. : 03298/04/2025 J

Tel No. : +604-228 7828

3
3
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

1. CORPORATE DIRECTORY (CONT’D)

INDEPENDENT MARKET : SMITH ZANDER INTERNATIONAL SDN BHD


RESEARCHER (Registration No. 201301028298 (1058128-V))
15-01, Level 15, Menara MBMR
1, Jalan Syed Putra
58000 Kuala Lumpur

Person-in- : Dennis Tan Tze Wen


charge

Professional : Bachelor of Science (major in Computer


Qualification Science and minor in Business
Administration) from Memorial University of
Newfoundland, Canada

Tel No. : +603-2732 7537

(Please refer to Section 8 of this Prospectus for the profile of


the firm and signing partner)

ISSUING HOUSE : Malaysian Issuing House Sdn Bhd


(Registration No. 199301003608 (258345-X))
11th Floor, Menara Symphony
No. 5, Jalan Prof. Khoo Kay Kim
Seksyen 13, 46200 Petaling Jaya
Selangor Darul Ehsan

Tel No. : +603-7890 4700

SHARE REGISTRAR : Boardroom Share Registrars Sdn Bhd


(Registration No 199601006647 (378993-D))
11th Floor, Menara Symphony
No. 5. Jalan Prof. Khoo Kay Kim
Seksyen13, 46200 Petaling Jaya
Selangor Darul Ehsan

Tel No. : +603-7890 4700

LISTING SOUGHT : ACE Market of Bursa Securities

SHARIAH STATUS : Approved by the SAC

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

4
4
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

2. APPROVALS AND CONDITIONS

2.1 APPROVALS AND CONDITIONS

2.1.1 Bursa Securities

Bursa Securities had, vide its letter dated 9 March 2023, approved our admission to the Official
List and the listing and quotation of our entire enlarged issued share capital on the ACE Market.
The approval from Bursa Securities is subject to the following conditions:

No. Details of conditions imposed Status of


Compliance

1. Submission of the following information with respect to the To be complied


moratorium on the shareholdings of the specified shareholders
to Bursa Depository:

(i) Name of shareholders;


(ii) Number of shares; and
(iii) Date of expiry of the moratorium for each block of shares.

2. Confirmation that approvals from other relevant authorities have Complied


been obtained for implementation of the Listing;

3. The Bumiputera equity requirements for public listed companies Complied


as approved / exempted by the SC including any conditions
imposed thereon;

4, Make the relevant announcements pursuant to Paragraphs 8.1 To be complied


and 8.2 of Guidance Notes 15 of the Listing Requirements;

5. Furnish to Bursa Securities a copy of the schedule of distribution To be complied


showing compliance with the public shareholding spread
requirements based on the entire issued share capital of Edelteq
on the first day of Listing;

6. In relation to the Public Issue, to announce at least 2 market days To be complied


prior to the listing date, the result of the offering including the
following:

(i) Level of subscription of public balloting and placement;


(ii) Basis of allotment / allocation;
(iii) A table showing the distribution for placement tranche as
per the format prescribed in Bursa Securities' approval
letter; and
(iv) Disclosure of placees who become substantial
shareholders of Edelteq arising from the Public Issue, if
any.

Please be reminded that the overall distribution of the


Company's securities should be properly carried out to mitigate
any disorderly trading in the secondary market; and

7. Edelteq / UOBKH to furnish Bursa Securities with a written To be complied


confirmation of its compliance with the terms and conditions of
Bursa Securities' approval upon the admission of Edelteq to the
Official List of the ACE Market.

5
5
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

2. APPROVALS AND CONDITIONS (CONT’D)

Bursa Securities had also, vide its letter dated 9 March 2023, approved our application for
waiver in complying with Rule 3.06 of the Listing Requirements to which an applicant who is
seeking an admission to the Official List must have continuity of substantially the same
management at the level of executive directors and senior management for 3 full financial years
before submitting its listing application to Bursa Securities or since commencement of its
operations (if less than 3 full financial years).

2.1.2 SC

Our Listing is an exempt transaction under Section 212(8) of the CMSA and is therefore not
subject to the approval of the SC.

The SC had, via its letter dated 13 March 2023, approved the resultant equity structure of our
Company pursuant to our Listing under the Bumiputera equity requirement for public listed
companies, subject to the following conditions:

No. Details of conditions imposed Status of Compliance

1. Edelteq to make available at least 50% of the To be complied


Shares offered to the Malaysian public investors via
balloting to Bumiputera public investors at the point
of Listing;

2. Edelteq to allocate 12.50% of its enlarged number To be complied


of issued shares to Bumiputera investors to be
approved or recognised by MITI within one (1) year
after achieving the profit requirement for companies
seeking listing on the Main Market of Bursa
Securities or five (5) years after being listed on the
ACE Market of Bursa Securities, whichever is earlier
("Compliance Date");

3. Edelteq to submit to the SC a proposal to comply To be complied


with the equity condition stated in Section 2.1.2(2)
above, at least six (6) months prior to the
Compliance Date; and

4. UOBKH or Edelteq to submit Edelteq's equity To be complied


structure to the SC upon completion of the Listing.

2.1.3 SAC

The SAC had, vide its letter dated 20 March 2023, classified our securities as Shariah-compliant
based on our audited combined financial statements for the FYE 2021 and the pro forma
consolidated statements of financial position as at 31 December 2021.

6
6
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

2. APPROVALS AND CONDITIONS (CONT’D)

2.2 MORATORIUM ON OUR SHARES

Pursuant to Rule 3.19 of the Listing Requirements, a moratorium will be imposed on the sale, transfer or assignment of Shares held by our Promoters
as follows:

(i) The moratorium applies to our Promoters' entire shareholdings for a period of 6 months from the date of our admission to the Official List ("First
6-Month Moratorium");

(ii) Upon the expiry of the First 6-Month Moratorium, we must ensure that our Promoters' aggregate shareholdings amounting to at least 45.00%
of our total number of issued Shares (adjusted for any bonus issue or subdivision of shares) remain under moratorium for a further period of 6
months ("Second 6-Month Moratorium"); and

(iii) Upon the expiry of the Second 6-Month Moratorium, our Promoters may sell, transfer or assign up to a maximum of 1/3 per annum (on a
straight-line basis) of their Shares held under moratorium.

The details of our Shares which will be subject to moratorium are as follows:

Promoters Year 1 Year 2 Year 3


Moratorium shares during the Moratorium shares during the Moratorium shares Moratorium shares
First 6-Month Moratorium Second 6-Month Moratorium
No. of Shares % (1) No. of Shares % (1) No. of Shares % (1) No. of Shares % (1)
Chin Yong Keong 234,579,172 44.05 144,886,969 27.21 96,591,313 18.14 64,394,209 12.09
Khong Chee Seong 106,907,590 20.08 66,045,070 12.40 44,030,047 8.27 29,353,365 5.51
Chin Yuen Fong 46,464,103 8.72 28,708,995 5.39 19,139,330 3.59 12,759,553 2.40
Total 387,950,865 72.85 239,641,034 45.00 159,760,690 30.00 106,507,127 20.00

Note:

(1) Based on the enlarged issued share capital of 532,535,630 Shares after our IPO.

Our Promoters have fully accepted the moratorium and have each furnished a letter of undertaking to Bursa Securities that they will not sell, transfer
or assign any part of their respective shareholdings in our Company during the moratorium period.

The moratorium, which is fully acknowledged by our Promoters, is specifically endorsed on the share certificates representing their shareholdings which
are under moratorium to ensure that our Share Registrar will not register any sale, transfer and assignment that contravenes the aforesaid restriction
imposed.

7
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

3. PROSPECTUS SUMMARY

THIS PROSPECTUS SUMMARY ONLY HIGHLIGHTS THE KEY INFORMATION FROM OTHER
PARTS OF THIS PROSPECTUS. IT DOES NOT CONTAIN ALL THE INFORMATION THAT MAY BE
IMPORTANT TO YOU. YOU SHOULD READ AND UNDERSTAND THE CONTENTS OF THE WHOLE
PROSPECTUS PRIOR TO DECIDING ON WHETHER TO INVEST IN OUR SHARES.

3.1 PRINCIPAL DETAILS OF THE IPO

The following details relating to our IPO are derived from the full text of this Prospectus and
should be read in conjunction with that text:

No. of Shares

Number of Shares to be offered under the Public Issue 100,000,000

- Malaysian Public 26,630,000


- Eligible Persons 10,000,000
- Private placement to selected investors 63,370,000

Number of Shares to be offered under the Offer for Sale 43,200,000

Enlarged issued share capital upon Listing 532,535,630

IPO Price (RM) 0.24 per share

Pro forma NA per Share (RM) 0.08


(based on our enlarged issued share capital after the IPO and after the
use of proceeds raised from our Public Issue)

Market capitalisation upon Listing (RM) 127,808,551


(based on the IPO Price and enlarged number of Shares after the IPO)

Please refer to Section 4 of this Prospectus for further details on our IPO.

In compliance with Rule 3.19(1) of the Listing Requirements, a moratorium will be imposed on
the sale, transfer or assignment of our Shares held by our Promoters. Further details on
moratorium on our shares are set out in Section 2.2 of this Prospectus.

3.2 BACKGROUND AND OVERVIEW

Our Company was incorporated in Malaysia under the Act on 18 September 2019 as a private
limited company under the name of Edelteq Holdings Sdn Bhd. On 20 September 2022, our
Company was converted into a public limited company for the purpose of the Listing. Our Group
commenced operations through the incorporation of Dysteq Technology (M) Sdn Bhd (which
changed its name to ETMSB on 8 October 2019) on 24 June 2004. As at the LPD, our group
structure is as follows:

Edelteq

100.00% 100.00% 100.00% 100.00% 100.00%

ETSB EVSB CESB ETMSB DTSB

Our Company is an investment holding company and through our Subsidiaries, we are
principally involved in the provision of engineering support for IC assembly (a process which
involves the attaching of an IC to a die attach pad i.e. a metallic device used to connect the IC
to a circuit board) and test processes (test carried out in the process of manufacturing
semiconductors) in the semiconductor industry.

8
8
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

3. PROSPECTUS SUMMARY (CONT’D)

A snapshot of our Group's business model is illustrated as follows:


Core activities Description
Design and Design and assembly of IC burn-in boards
assembly of IC Our Group designs the configuration of the IC burn-in boards (a PCB that is specifically
burn-in boards designed to undergo IC burn-in processes) according to our customers' requirements
and supply of which are based on the type of IC packages and type of reliability tests to be conducted
PCBs as well as the IC burn-in system used by our customers
(ETSB and
ETMSB) Supply of PCBs
Our Group's involvement in the supply of PCBs includes design, inspection and / or
testing of PCBs prior to delivering the PCBs to our customers. Specifically, our Group
designs the configuration of the PCBs according to our customers' requirements of their
end-products (e.g. industrial appliances and personal computer appliances)
Supply and Supply of IC assembly and test consumables
refurbishment Our Group designs the IC assembly and test consumables (items used by customers
of IC assembly in the IC assembly and test processes such as CSP carriers, dicing blade, probe pins,
and test wire bonding clampers and etc.) according to our customers' requirements.
consumables Additionally, our Group will conduct visual inspection in-house, package and deliver to
(ETSB) our customers
Refurbishment of IC assembly and test consumables
Our Group is also involved in the refurbishment of used or defective IC assembly and
test consumables to increase its lifespan
Design, Design, development and assembly of ATE and factory automation
development Our Group is involved in the design, development and assembly of standard platform
and assembly ATE of burn-in board inspection handler, wafer inspection machine, auto reel detaper
of ATE and machine, auto reel changer and strip assembly handler
factory
automation Refurbishment of ATE
(EVSB) Our Group is also involved in the refurbishment of ATE where our Group modifies,
upgrades and replaces metal structures, electrical wirings, parts and components that
may be old or defective, as well as upgrades software that may be obsolete, as required
by our Group's customers
Trading of General operating supplies
operating The trading of general operating supplies such as gloves, syringe pistons and barrels,
supplies, rotary cutters, containers, solder wires as well as, spare parts and tools for IC assembly
spare parts and testing
and tools for
IC assembly Technical operating supplies
and testing The trading of technical operating supplies such as wafer ring, ESD PET film and
(CESB and stainless-steel pallet as well as, spare parts and tools for IC assembly and testing
DTSB) consumables

The breakdown of our Group's revenue segmentation by business segment is as follows:


Principal products and Audited
services FYE 2019 FYE 2020 FYE 2021 FYE 2022
RM'000 % RM'000 % RM'000 % RM'000 %
Design and assembly of IC 5,236 42.31 7,694 46.11 10,229 42.71 12,716 52.20
burn-in boards and supply of
PCBs
Supply and refurbishment of IC 5,569 45.01 6,241 37.41 7,504 31.33 4,741 19.46
assembly and test consumables
Design, development and 1,500 12.12 1,951 11.69 5,243 21.89 6,019 24.71
assembly of ATE and factory
automation
Trading of operating supplies, 69 0.56 799 4.79 974 4.07 884 3.63
spare parts and tools for IC
assembly and testing
Total revenue 12,374 100.00 16,685 100.00 23,950 100.00 24,360 100.00

9
9
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

3. PROSPECTUS SUMMARY (CONT’D)

The breakdown of our Group's revenue segmentation by geographical region is as follows:

Audited
FYE 2019 FYE 2020 FYE 2021 FYE 2022
RM'000 % RM'000 % RM'000 % RM'000 %
Malaysia 11,849 95.76 16,206 97.13 18,998 79.32 18,906 77.61
Overseas (i.e. 525 4.24 479 2.87 4,952 20.68 5,454 22.39
Singapore, China,
Thailand and United
States
Total 12,374 100.00 16,685 100.00 23,950 100.00 24,360 100.00

Further details on our Group's history and business activities are set out in Sections 6 and 7 of
this Prospectus.
3.3 COMPETITIVE STRENGTHS
3.3.1 We have a strong portfolio of multinational customers in the semiconductor industry
with established longstanding relationship through repeat orders
Our customers are primarily multinational IDMs and OSATs located in Malaysia and overseas
such as Singapore, Thailand, China and the United States. We also have other multinational
customers comprising Customer A and Infineon Technologies (Malaysia) Sdn Bhd. We deal
directly with these multinational customers (i.e. the local subsidiaries of multinational
companies or directly with the main companies of the multinational companies based overseas)
in the semiconductor industry and we do not rely on any intermediary / main contractor in our
dealings with the multinational companies. Since securing these customers, we have managed
to retain longstanding business relationship through repeat orders as evidenced by the length
of relationships with some of our major customers in the Financial Years Under Review which
ranges from 1 year to 19 years. During the Financial Years Under Review, we have a total of
36, 35, 39 and 33 active customers (who contributed revenue to our Group), out of which 16,
18, 18 and 18 are multinational customers respectively while the remaining are local
companies; and the length of relationship our Group has with these multinational customers
ranges from 1 year to 19 years. Among the 36, 35, 39 and 33 active customers in the Financial
Years Under Review, we managed to secure 3, 7, 11 and 5 new customers in the respective
years. Our success in securing new customers and retaining our existing customers is a
testament of our product quality, customer service and proven industry track record.

3.3.2 We have the engineering and technical abilities as well as an experienced and
technically skilled key management team to adapt our products to the constantly
evolving landscape of the semiconductor industry

We have been developing products to support the IC assembly and test processes, and have
adapted our products and technologies to suit the evolving nature of the semiconductor
industry. We have been developing IC burn-in boards that are able to test different types and
sizes of ICs. Further, we are able to customise ATE for IC assembly and test processes, as
well as providing value added services in which we refurbish used IC assembly and test
consumables and machines to increase their lifespan. With the range of products that primarily
support the IC assembly and test processes, we are able to cross-sell our products to
customers, thereby increasing our sales. The adaptability and resilience of our engineering and
technical abilities have been fundamental to the growth of our business and will continue to
ensure that we remain sustainable over the long term.

Additionally, our Group is led by an experienced and technically skilled key management team
that has accumulated years of industry experience and / or in-depth knowledge of our business
operations. Our Executive Director / Group CEO, Chin Yong Keong and our Executive Director
/ Business Unit Director, Khong Chee Seong, have over 28 years and 27 years of experience
in the semiconductor industry, respectively. Our Group's Executive Directors are supported by
a team of technical personnel with in-depth knowledge and expertise in their respective fields.
As a result, there is a transference of skills and knowledge to employees at all levels in our
organisational structure. Their hands-on involvement in our Group demonstrates their strong
commitment to our growth as we continue to expand.
10
10
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

3. PROSPECTUS SUMMARY (CONT’D)

3.3.3 Our products achieve the quality standards required by our customers
To ensure that we are able to deliver products that meet the expectation of our customers, we
have in place quality control procedures in all our business activities as disclosed in Section
7.9 of this Prospectus, as well as an established quality management system that comply with
international standards. We are certified compliant with ISO 9001:2015 Quality Management
System for the Manufacturing of CSP metal carrier substrate, aging PCB and industrial material
(substrate cleaner, automation parts, electronics part and accessories) and CAM (software)
conversion services, as well as the supply of industrial material (such as metal carrier substrate,
semiconductor tape and accessories) and cleaning services by Exova (UK) Limited t/a Exova
BM TRADA and Warringtonfire Testing and Certification Limited t/a BM TRADA Chiltern
House. This is a testimony that we are able to comply with the quality requirements in
accordance with international standards.
3.3.4 We are well-positioned to capitalise on the growth in the global semiconductor industry
According to the IMR Report, the semiconductor industry is highly correlated to the growth of
the electrical and electronic products industry as the demand for electronic products reflects
the market for its raw materials, namely ICs. The future outlook in the global semiconductor
industry is expected to be driven by rapid technological advancements in electronic products,
increasing global demand for electronic products, increased adoption of IoT and technological
advancement of automotive electronics. Our prospects will generally be in tandem with the
growth in the global semiconductor industry, as we provide engineering support for IC
assembly and test processes in the semiconductor industry. As an industry player supporting
the global electronics and semiconductor industry, our Group is well-positioned to capitalise
and leverage on further growth in the industry, including capturing future growth opportunities
the industry may offer and enabling our Group to continue on our long-term growth and
expansion.
Please refer to Section 7.3 of this Prospectus for further details of our competitive strengths.

3.4 BUSINESS STRATEGIES AND FUTURE PLANS

3.4.1 We intend to expand our premises through the construction of the Proposed Batu
Kawan Factory
Our Group intends to expand our production capacity of existing products and expand our
product portfolio, which will require us to have a larger production space for new machineries,
as well as office space for future increase of human resources. The Proposed Batu Kawan
Factory will also allow us to centralise the control of our manufacturing activities at the same
location and thus improve our management efficiency. As such, our Group plans to construct
the Proposed Batu Kawan Factory which will include production, storage and office space.

The Proposed Batu Kawan Factory will have a built-up area of approximately 43,500 sq. ft. A
floor space of approximately 26,600 sq. ft. will be allocated for production space, approximately
4,700 sq. ft. for storage space, and approximately 12,200 sq. ft. for office space. The total
estimated cost for the construction of the Proposed Batu Kawan Factory is RM15.24 million.
Upon the completion of construction of the Proposed Batu Kawan Factory, we will also
purchase new machineries for the production of existing products, which will increase the
production capacity of existing products, as follows:
Business activities Product type Annual Estimated annual Percentage
capacity in capacity at the increase
FYE 2022 Proposed Batu (%)
Kawan Factory
Design and assembly IC burn-in boards 26,500 34,450 pieces 30.00
of IC burn-in boards pieces
and supply of PCBs PCBs 1,300,000 1,690,000 pieces(i) 30.00
pieces(i)
Supply and Dicing blades 10,400 52,000 pieces 400.00
refurbishment of IC (refurbishment) pieces
assembly and test PCB gold fingers 120 240 pieces 100.00
consumables (refurbishment) pieces
11
11
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

3. PROSPECTUS SUMMARY (CONT’D)

Note:
(i) The annual capacity for PCBs refers to the inspection capacity by our employees on
the PCBs fabricated by our subcontractors.
As such, we intend to purchase certain machineries (i.e. 1 unit of assembly station, 1 unit of
multimeter, 1 unit of visual inspection station, 1 unit of dicing machine, 2 units of CNC grinding
machines and 1 unit of CNC router machine) for the production of existing products. The total
estimated cost for the purchase of the aforementioned machineries is RM0.79 million which
will be financed via internally generated funds and / or bank borrowings of our Group. For
further details on the new machineries and utilisation rate of existing products please refer to
Sections 7.4.1 and 7.12 of this Prospectus, respectively. Barring any unforeseen
circumstances, our Group intends to relocate and commence operations in the Proposed Batu
Kawan Factory in March 2024.
3.4.2 We intend to expand our product and service portfolio through the development of new
products and refurbishment methods as well as enhancement of factory automation
solutions
(i) Development of new ATE and refurbishment methods
We intend to expand our product and service portfolio for ATE and IC assembly and
test consumables, which will also complement our existing products and services,
which we can cross-sell to our existing and potential customers. As at the LPD, we
have identified new products and services portfolio for ATE and IC assembly and test
consumables, such as strip level automated optical inspection machine, wafer level
automated optical inspection machine, cantilever probe card, smart burn-in board
sorter and loader and intelligent burn-in system, to be developed and to be
commercialised after the completion of the relevant R&D activities.
The total estimated development cost for our Group's new product and service portfolio
for ATE and IC assembly and test consumables is RM4.54 million. The aforesaid
estimated development costs include the purchase cost for the R&D tools (amount to
RM1.76 million) which will be financed via our Group's IPO proceeds whilst the
remaining estimated development cost (amount to RM2.78 million) which comprises
estimated raw material costs (amount to RM0.95 million) and estimated labour cost
(amount to RM1.83 million) will be financed via internally generated funds and / or bank
borrowings of our Group.
(ii) Enhancement of factory automation solutions
We currently provide factory automation customisation for ATE which allows remote
management and monitoring, data-driven visualisation and analysis during production
process. Moving forward, we intend to further enhance our factory automation
solutions, which involves R&D activities to design, develop and integrate hardware and
software, as well as prototyping, testing and commissioning of the factory automation
solutions. Through the enhancement of our factory automation solutions, we will be
able to capture a wider customer base amidst the growing trend for factory automation
and the shift from manual or semi-automated processes towards automated
processes. The success in developing a range of factory automation solutions that
cater to global demand and requirements is expected to contribute to the growth in
ATE and factory automation equipment business segment.
In line with our Group's intention to enhance our factory automation solutions, we
intend to hire additional engineers to assist in the growth and enhancement of our
factory automation solutions. For the avoidance of doubt, our Group intends to
maintain a conservative approach to our hiring practices. As such, our Group intends
to hire additional engineers only when justified by increases in demand and orders.
The total estimated development cost for the enhancement of factory automation
solutions is RM2.22 million. The aforesaid estimated development costs include the
purchase cost for the R&D tools (amount to RM1.34 million) which will be financed via
our Group's IPO proceeds whilst the remaining estimated development cost (amount
to RM0.88 million) which comprises estimated raw material cost (amount to RM0.08
million) and estimated labour cost (amount to RM0.80 million) will be financed via
internally generated funds and / or bank borrowings of our Group.
12
12
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

3. PROSPECTUS SUMMARY (CONT’D)

Please refer to Section 7.4 of this Prospectus for further details of our business strategies and
future plans.

3.5 INTERRUPTION TO OUR BUSINESS


Save for the temporary disruptions to our operations arising from the COVID-19 pandemic as
detailed below, our Group had not experienced any other interruptions in our operations which
had a significant effect on our operations.
3.5.1 Impact on our business operations arising from the COVID-19 pandemic
Pursuant to the outbreak of the COVID-19 pandemic in 2020, the Government of Malaysia had
implemented different forms of MCO since 18 March 2020 to contain the spread of the virus.
During this period, our Group was required to comply with the changes in SOP outlined by MITI
throughout the period. Being involved in the provision of engineering support for IC assembly
and test processes in the semiconductor industry, our Group is considered an essential service
provider. Save for a temporary disruption to our business from 18 March 2020 to 18 April 2020
(i.e. imposition of 1st MCO) whereby our operations were temporarily suspended, our Group
was allowed to operate while complying with the SOP (e.g. reduced workforce capacity)
outlined by MITI throughout the period. The reduction of workforce capacity, as per MITI's SOP
during this period, did not result in material adverse impact to our business and operations.
Since August 2021, we have been operating at full workforce capacity after 80.00% of our
employees obtained 2 doses of vaccination, as outlined by MITI. Beginning 1 April 2022,
Malaysia entered into the "Transition to Endemic" phase. Our business operations were not
impacted by the enforcement of the "Transition to Endemic" phase beginning 1 April 2022.
3.5.2 Impact on sales, delivery and receipt of supplies
There was no material adverse impact on our sales and delivery schedule during the COVID-
19 pandemic. As and when required, we had informed our customers of the potential delay in
delivery schedule and in view of the COVID-19 situation, our customers did not initiate any
penalty claims against our Group arising from the delay. Outstanding orders arising from the
temporary suspension of business operations between 18 March 2020 and 18 April 2020 were
fulfilled and delivered by June 2020. Our sales activities have been able to continue to be
carried out through online meetings so we have not faced any major disruptions in our sales
and marketing activities. In addition, we did not face any shortages or material delays in the
receipt of supplies. Further, there were no material impact on our sales, delivery and receipt of
supplies upon the enforcement of the "Transition to Endemic" phase beginning 1 April 2022.
3.5.3 Impact on our business cash flows, liquidity, financial position and financial
performance
Despite the temporary suspension of business operations between 18 March 2020 and 18 April
2020, all outstanding orders recorded during this period were fulfilled and delivered by June
2020. Save as disclosed above, we have been allowed to operate and all orders were fulfilled
in accordance with the intended delivery schedule. Hence, there were no material impact to
our revenue recognition for the FYE 2020 and FYE 2021. Further, there was no material impact
to our business cash flows, liquidity, financial position and financial performance upon the
enforcement of the "Transition to Endemic" phase beginning 1 April 2022.
3.5.4 Steps taken to address the impact of COVID-19
As at the LPD, measures in the standard safety protocol undertaken by our Group include,
among others, wearing of face masks and frequent sanitising. To comply with the SOPs
imposed since March 2020, our Group has incurred costs amounting to approximately
RM47,000 for COVID-19 related expenses such as purchase of face masks and disinfection
liquid, sprays and hand sanitisers, COVID-19 tests undertaken by our employees and
vaccinations for employees, which is not material to our Group during the Financial Years
Under Review. As at the LPD, there has been no actions taken or penalties issued by the
relevant authorities for breach of any laws relating to COVID-19 restrictions and / or SOPs.
Please refer to Section 7.17.4 of this Prospectus for further details of the steps taken to address
the impact of COVID-19.

13
13
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

3. PROSPECTUS SUMMARY (CONT’D)

3.6 RISK FACTORS


Before investing in our Shares, you should carefully consider, along with other matters in the
Prospectus, certain risks and investment considerations that may affect our future financial
performance. The following is a summary of some of the key risks relating to our business and
operations that we are currently facing or that may develop in the future:

3.6.1 We are dependent on our top 2 major customers who contribute substantially to our
revenue.
Our top 2 major customers, namely Infineon Technologies (Malaysia) Sdn Bhd and Customer
A collectively contributed 57.19%, 69.77%, 61.05% and 55.62% to our total revenue for the
Financial Years Under Review, respectively. Any delay in the receipt of orders, or decrease in
the value of orders, from our major customers could have an adverse effect on our financial
performance. Further, there is no assurance that our existing major customers will continue to
purchase our products in the future or that demand from them will be sustained at current levels
in the future. Any loss of these major customers and our inability to replace these customers
with new customers or with additional orders from existing customers in a timely manner, could
result in a loss of revenue and will have an adverse impact on our Group's financial
performance.

3.6.2 We are dependent on our key management team and the availability of technical
professionals for continued success and growth of our business.
We rely on our key management team who possess the relevant knowledge on their respective
fields of work to ensure the smooth operations of our business as well as the continued growth
of our Group. We depend particularly on the leadership of our Executive Director / Group CEO,
Chin Yong Keong and our Executive Director / Business Unit Director, Khong Chee Seong, in
determining the strategic direction and driving the business development and growth of our
Group. Additionally, we also rely on our Electronics Manufacturing Solution Business Unit
Director, Chin Yuen Fong and our Engineering Director, Lee Kim Loon, for their respective
expertise and technical knowledge which are essential to our business operations. Therefore,
the loss of any of our key management personnel simultaneously or within a short period of
time may create unfavourable impact on our Group's operations and the future growth of our
business. If we are unable to attract suitable talents to replace the loss of any of our key
management personnel in a timely manner, this may eventually affect the results of operations,
financial performance and prospects of our Group.

We rely on the availability of technical professionals for our main business activities, namely
design and assembly of IC burn-in boards and supply of PCBs, supply and refurbishment of IC
assembly and test consumables, and design, development and assembly of ATE and factory
automation which require specialised skills. The loss of any of our Group's technical
professionals simultaneously or within a short span of time without any suitable and timely
replacements, and our inability to attract or retain qualified and competent technical
professionals, may adversely affect our ability to compete and grow in the industry we operate.

3.6.3 Our financial performance may be materially affected in the event of revocation or expiry
of the pioneer status granted by MIDA.
Pursuant to the conditions of the Pioneer Status Certificates and Pioneer Status Approval, upon
the completion of the Listing, our Subsidiaries namely ETSB and EVSB will not be entitled to
the tax incentives. Further, the loss of pioneer status granted by MIDA to ETSB will directly
affect our financial performance as our Group's income will be subject to the prevailing statutory
tax rate.

3.6.4 Our business operations are exposed to unexpected interruptions or delays caused by
equipment failures, fire, natural disasters, force majeure events and outbreak of
diseases, which may be beyond our control.
We rely on machinery and equipment to carry out our business activities. Our business
operations are exposed to unexpected interruptions or delays caused by equipment failures,
fire, natural disasters, force majeure events and outbreak of diseases, which may be beyond
our control.
14
14
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

3.Registration
PROSPECTUS SUMMARY
No. 201901033362 (CONT’D)
(1342692-X)

3. In the event thatSUMMARY


PROSPECTUS we have to(CONT’D)
halt our operations due to the abovementioned incidences, we will
still be required to incur operating expenses such as labour costs, utility costs and rental
expenses.
In the eventOurthatGroup's
we haveoperations
to halt our and financial
operations dueperformance may be adversely
to the abovementioned affected
incidences, should
we will
the interruptions occur for a prolonged period of time.
still be required to incur operating expenses such as labour costs, utility costs and rental
expenses. Our Group's operations and financial performance may be adversely affected should
Please refer to Section 9 of this Prospectus for further details on the risks relating to the business
the interruptions occur for a prolonged period of time.
and operations of our Group, the industry we operate in and our Shares.
Please refer to Section 9 of this Prospectus for further details on the risks relating to the business
3.7 DIRECTORS
and operationsAND of ourKEY SENIOR
Group, MANAGEMENT
the industry we operate inOF OUR
and our GROUP
Shares.

3.7 As at the LPD,AND


DIRECTORS our KEY
Directors and MANAGEMENT
SENIOR Key Senior Management are as follows:
OF OUR GROUP

As at the LPD, our Directors and Key SeniorDesignation


Name Management are as follows:
Directors
Name Johar Bin Che Mat
Datuk Designation
Independent Non-Executive Chairman
Directors
Chin Yong Keong Executive Director / Group CEO
Datuk Johar Bin Che Mat Independent Non-Executive Chairman
Khong Chee Seong Executive Director / Business Unit Director
Chin Yong Keong Executive Director / Group CEO
Kamaruddin Bin Kassim Independent Non-Executive Director
Khong Chee Seong Executive Director / Business Unit Director
Datin Soheir Binti
Kamaruddin Bin KassimMohammad Khatib Independent
Independent Non-Executive
Non-Executive Director
Director
Joyce Wong Ai May Independent Non-Executive
Datin Soheir Binti Mohammad Khatib Independent Non-Executive Director Director
Key Senior Management
Joyce Wong Ai May Independent Non-Executive Director
Chin Yong Keong
Key Senior Management Executive Director / Group CEO
Khong Chee
Chin Yong KeongSeong Executive
Executive Director
Director / Business
/ Group CEO Unit Director
Chin
KhongYuen
CheeFong
Seong Electronics
Executive Manufacturing
Director Solution
/ Business Unit Business Unit
Director
Chin Yuen Fong Director Manufacturing Solution Business Unit
Electronics
Yap Hooi Min Financial Controller
Director
Lee
Yap Kim
HooiLoon
Min Engineering
Financial Director
Controller
Lee Kim Loon Engineering Director
Please refer to Section 5.2 and Section 5.4 of this Prospectus for further details of our Directors
Please
and Keyrefer to Section
Senior 5.2 and Section 5.4 of this Prospectus for further details of our Directors
Management.
and Key Senior Management.
3.8 PROMOTERS AND SUBSTANTIAL SHAREHOLDERS
3.8 PROMOTERS AND SUBSTANTIAL SHAREHOLDERS
Details of our Promoters and substantial shareholders before and after the IPO are as follows:
Details of our Promoters and substantial shareholders before and after the IPO are as follows:
Name Before the IPO / After the After the Public Issue After the Offer for Sale
Name BeforeAcquisitions
the IPO / After the After the Public Issue After the Offer for Sale
Acquisitions
Direct Indirect Direct Indirect Direct Indirect
Direct Indirect Direct Indirect Direct Indirect
(1) (1) (2) (2) (2) (2)
No. of %(1) No. of %(1) No. of (2) %(2) No. of %(2) No. of (2) %(2) No. of %(2)
No. of %(1) No. of %(1) No. of % No. of %(2) No. of % No. of %(2)
Shares Shares Shares Shares Shares Shares
Shares Shares Shares Shares Shares Shares
Chin
Chin 251,859,172 58.23
251,859,172 58.23 -- - - 251,859,172
251,859,17247.2947.29 - - - 234,579,172
- 234,579,172 44.0544.05 - -- -
Yong
Yong
Keong
Keong
Khong
Khong 119,867,590 27.71
119,867,590 27.71 -- - - 119,867,590
119,867,59022.5122.51 - - - 106,907,590
- 106,907,590 20.0820.08 - -- -
Chee
Chee
Seong
Seong
Chin
Chin 59,424,103 13.74
59,424,103 13.74 -- - - 59,424,103
59,424,10311.1611.16 - - - -46,464,103
46,464,1038.728.72 - -- -
Yuen
Yuen
Fong
Fong

Notes:
Notes:
(1)
(1) Based
Based on on our
our issued
issuedsharesharecapital
capitalof of432,535,630
432,535,630 Shares
Sharesafter the the
after Acquisitions but but
Acquisitions
before
before our
ourIPO.
IPO.
(2) Based on our enlarged issued share capital of 532,535,630 Shares after our IPO.
(2) Based on our enlarged issued share capital of 532,535,630 Shares after our IPO.
Please refer
Please refer to
toSection
Section5.15.1ofofthis
thisProspectus
Prospectus forfor
further details
further on our
details Promoters
on our and and
Promoters substantial
substantial
shareholders.
shareholders.

15
15
15
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

3. PROSPECTUS SUMMARY (CONT’D)

3.9 UTILISATION OF PROCEEDS FROM THE IPO


Based on the IPO Price, the gross proceeds of RM24.00 million will be raised from our Public
Issue. The gross proceeds raised are intended to be used in the following manner:
Details of utilisation Section Gross proceeds Estimated timeframe for
RM'000 % utilisation upon Listing
Construction of Proposed 4.5.1 3,679 15.33 Within 12 months
Batu Kawan Factory
Repayment of bank 4.5.2 10,250 42.71 Within 24 months
borrowings (Proposed Batu
Kawan Factory)
R&D 4.5.3 3,097 12.90 Within 30 months
Working capital 4.5.4 3,374 14.06 Within 24 months
Estimated listing expenses 4.5.5 3,600 15.00 Within 3 months
Total 24,000 100.00
The Offer for Sale is expected to raise gross proceeds of approximately RM10.37 million. The
entire proceeds of the Offer for Sale shall accrue entirely to the Offerors and no part of the
proceeds will be received by our Company. Please refer to Section 4.5 of this Prospectus for
further details on the utilisation of proceeds from the IPO.

3.10 FINANCIAL AND OPERATIONAL HIGHLIGHTS


Financial highlights
The table below sets out a summary of our historical financial information based on the
combined financial statements of our Group for the Financial Years Under Review:
Audited
FYE 2019 FYE 2020 FYE 2021 FYE 2022
RM'000 RM'000 RM'000 RM'000
Revenue 12,374 16,685 23,950 24,360
GP 3,663 7,149 12,549 11,602
PBT 773 4,512 9,778 6,192
PAT 552 3,985 9,011 5,439
Other selected financial information
GP margin (%) 29.60 42.85 52.40 47.63
PBT margin (%) 6.25 27.04 40.83 25.42
PAT margin (%) 4.46 23.88 37.62 22.33
Cash and bank balances 3,117 5,449 5,599 6,238
Total borrowings 2,962 2,635 4,046 3,195
Total equity / NA 5,719 8,705 15,129 19,068
Current ratio (times) 1.73 1.71 2.97 3.14
Gearing ratio (times) 0.52 0.30 0.27 0.17
Cash flow
Net cash from operating activities 402 3,881 5,376 3,537
Net cash used in investing activities (324) (126) (3,469) (437)
Net cash from / (used in) financing activities 84 (1,423) (1,757) (2,461)
Net increase in cash and cash equivalents 162 2,332 150 639
The financial highlights presented above should be read in conjunction with the "Management's
Discussion and Analysis of Financial Condition and Results of Operations" as set out in Section
12.3 of this Prospectus and the Accountants' Report, together with its related notes, as set out
in Section 13 of this Prospectus.
Operational highlights
Our business premises as at the LPD are carried out at our office located at Lot 9 Asasjaya
and Lot 11 Asasjaya, with an aggregate built-up area of approximately 7,930.84 sq. ft.. Our
Group intends to construct the Proposed Batu Kawan Factory which will have a built-up area
of approximately 43,500 sq. ft. to cope with the anticipated increase in demand for our services.
16
16
Registration
RegistrationNo.
No.201901033362
201901033362(1342692-X)
(1342692-X)

3. PROSPECTUS SUMMARY (CONT’D)

Our employees as at the LPD include 16 engineers (out of which 11 engineers have the
relevant qualifications and 5 engineers have the relevant technical capabilities accruing from
their experience in the industry). The adaptability and resilience of our engineering and
technical abilities have been fundamental to the growth of our business and will continue to
ensure that we remain sustainable over the long term.

Our customers are primarily multinational IDMs and OSATs located in Malaysia and overseas
such as Singapore, Thailand, China and the United States. Besides maintaining longstanding
business relationships with our existing customers, we have managed to also secure new
multinational customers in recent years. During the Financial Years Under Review, we have a
total of 36, 35, 39 and 33 active customers.

3.11 DIVIDEND POLICY

Our Group has a fixed dividend policy of up to 20.00% and it is our Group's intention to target
a dividend payout ratio of up to 20.00% of our annual PAT attributable to the shareholders of
our Company, after taking into account our results of operation, level of cash and bank
balances, working capital requirements, and also subject to any applicable law and contractual
obligations. Save for certain restrictive covenants from our credit facilities, which our
Subsidiaries are subject to, there is no other dividend restriction imposed on our subsidiaries
as at LPD. The payment and amount of any dividends or distributions to our shareholders will
be at the discretion of our Board and will depend on factors (which may not be exhaustive),
among others, the level of cash and indebtedness, expected results of operations and future
level of operations, projected levels of capital expenditure and other investment plans. There
is no assurance as to whether the dividend distribution will occur as intended, the amount of
dividend payment or the timing of such payment.

However, no dividend or distribution shall be declared in excess of the amount recommended


by our Board. Further, under the Act, our Company may not declare or pay a dividend, or make
a distribution out of contributed surplus, if there are reasonable grounds for believing that our
Company is, or would after the payment be unable to pay its liabilities as they become due or
the realisable value of our Company's assets would thereby be less than its liabilities. For the
Financial Years Under Review and up to LPD, our Group declared and paid the following
dividends to shareholders of the respective subsidiaries:

FYE 2019 FYE 2020 FYE 2021 FYE 2022


RM'000 RM'000 RM'000 RM'000
PAT attributable to owners of the Company 552 3,985 9,011 5,439
Dividends declared - 1,000 3,630 1,500(2)
Dividends paid - 1,000 3,630 1,500(2)
Dividend payout rate (%)(1) N/A 25.09 40.28 27.58

There was no dividend declared and paid to shareholders of our Company and our subsidiaries
from 1 January 2023 up to the LPD.
Notes:
(1) Computed based on dividends declared over PAT for each financial year / period.
(2) Our subsidiary, ETSB had, subsequent to the FYE 2021, declared interim dividend
2022 (i.e. RM1.50 million) to our shareholders, namely, Chin Yong Keong and Khong
Chee Seong and was fully paid in July 2022.

The dividends above were funded by internal funds sourced from the cash and bank balances
of the respective subsidiaries. The dividends will not affect the execution and implementation
of our future plans or business strategies. Together with the IPO proceeds, we believe that we
have sufficient funding of cash from operations and bank borrowings for the funding
requirement for our operations and our expansion plans. As at LPD, there is no outstanding
dividends declared but remained unpaid. Subsequent to the LPD, no dividend was declared,
made or paid by our Group. Please refer to Section 12.8 of this Prospectus for further details of
our dividend policy.

17
17
RegistrationNo.
Registration No.201901033362
201901033362(1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO

4.1 DETAILS OF THE IPO

Our IPO is subject to the terms and conditions of this Prospectus and upon acceptance, our
IPO Shares are expected to be allocated in the manner described below, subject to the
clawback and reallocation provisions set out in Section 4.1.4 of this Prospectus.

4.1.1 Public Issue

Our Public Issue of 100,000,000 Issue Shares, representing approximately 18.78% of our
enlarged number of issued Shares, at the IPO Price is subject to the terms and conditions of
this Prospectus and shall be allocated in the following manner:

(i) Malaysian Public via balloting

26,630,000 Issue Shares representing 5.00% of our enlarged issued share capital will
be made available for Application by the Malaysian Public via balloting, of which
50.00% will be set aside for Bumiputera investors.

(ii) Private placement to selected investors

63,370,000 Issue Shares representing approximately 11.90% of our enlarged issued


share capital will be made available by way of private placement to selected investors.

(iii) Pink Form Allocation

10,000,000 Issue Shares representing approximately 1.88% of our enlarged issued


share capital will be made available for Application by our Eligible Persons in
recognition of their efforts and supports contributed to our Group.

A total of up to 41 persons are eligible for the Pink Form Allocation, comprising the
following:

Eligibility Number Aggregate number


of of Issue Shares
persons allocated

Eligible employees(1) 20 4,700,000

Persons who have contributed to our success (2) 21 5,300,000

Total 41 10,000,000

Notes:

(1) The criteria of allocation to our eligible employees of our Group (as approved
by our Board) are based on, among others, the following factors:

(a) the eligible employee must be a full-time and confirmed employee and
on the payroll of our Group;

(b) job grade and position;

(c) past performance and respective contributions made to our Group;


and

(d) the eligible employee must be at least 18 years of age.

18

18
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

The number of Pink Form Shares to be allocated to our Key Senior


Management are as follows:

Name Designation Number of


Issue Shares
allocated

Yap Hooi Min Financial Controller 200,000

Lee Kim Loon Engineering Director 800,000

Total 1,000,000

(2) The criteria for allocation to the persons who have contributed to the success
of our Group are based on, among others, their contribution to our Group, the
length of business relationship and as approved by our Board. The persons
who have contributed to our success include our customers, suppliers and
business associates.

Additionally, applicants who apply for Pink Form Shares under Section 4.1.1(iii) of this
Prospectus, may also apply for the Issue Shares under Section 4.1.1(i) for the
Malaysian Public.

As at the LPD, to the extent known to our Company:

(i) save for the allocation under made available for Application as disclosed in
Section 4.1.1(iii) of this Prospectus, there are no Directors, substantial
shareholders or Key Senior Management of our Company who have indicated
to our Company that they intend to subscribe for our IPO Shares; and

(ii) there are no persons who have indicated to our Company that they intend to
subscribe for more than 5.00% of our IPO Shares.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

19

19
Registration
RegistrationNo. 201901033362
No.201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

4.1.2 Offer for Sale

Concurrent with the Public Issue, the Offerors will offer 43,200,000 Offer Shares, representing approximately 8.11% of our enlarged issued share
capital, at the IPO Price and will be made available to selected investors by way of private placement. Details of our Offerors are as set out below:

Name / Address Position / Relationship After Acquisitions and Offer for Sale After the IPO(2)
with our Group for the before the IPO(1)
past 3 years and up to
the LPD No. of Shares (%) No. of Shares Before After No. of Shares (%)
IPO(1) IPO(2)
(%) (%)

Chin Yong Keong / Promoter, substantial 251,859,172 58.23 17,280,000 3.99 3.25 234,579,172 44.05
1818, Permatang Tinggi shareholder and Executive
14000 Bukit Mertajam Director / Group CEO
Pulau Pinang

Khong Chee Seong / Promoter, substantial 119,867,590 27.71 12,960,000 3.00 2.43 106,907,590 20.08
6628 Jalan Mengkuang shareholder and Executive
12200 Butterworth Director / Business Unit
Pulau Pinang Director

Chin Yuen Fong / Promoter, substantial 59,424,103 13.74 12,960,000 3.00 2.43 46,464,103 8.72
67, Jalan Sukun Indah shareholder and
Satu Electronics Manufacturing
Taman Sukun Indah Solution Business Unit
14000 Bukit Mertajam Director
Pulau Pinang

Total 431,150,865 99.68 43,200,000 9.99 8.11 387,950,865 72.85

Notes:

(1) Based on our issued share capital of 432,535,630 Shares before the IPO.

(2) Based on our enlarged issued share capital of 532,535,630 Shares after the IPO.

20
20
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

4.1.3 Underwriting arrangement and allocation of the IPO Shares

In summary, our IPO Shares will be allocated in the following manner:

Public Issue Offer for Sale Total


No. of (%)(1) No. of (%)(1) No. of (%)(1)
Shares Shares Shares

Malaysian 26,630,000 5.00 - - 26,630,000 5.00


Public via
balloting
- Bumiputera 13,315,000 2.50 - - 13,315,000 2.50
- Non- 13,315,000 2.50 - - 13,315,000 2.50
Bumiputera

Private 63,370,000 11.90 43,200,000 8.11 106,570,000 20.01


placement to
selected
investors

Pink Form 10,000,000 1.88 - - 10,000,000 1.88


Allocation

Total 100,000,000 18.78 43,200,000 8.11 143,200,000 26.89

Note:

(1) Based on the enlarged issued share capital of 532,535,630 Shares after the IPO.

All the 26,630,000 Issue Shares made available for Application by the Malaysian Public via
balloting under Section 4.1.1(i) of this Prospectus have been fully underwritten.

The 10,000,000 Pink Form Shares under Section 4.1.1(iii) of this Prospectus have also been
fully underwritten.

The 63,370,000 Issue Shares and 43,200,000 Offer Shares to be allocated by way of private
placement to selected investors under Sections 4.1.1(ii) and 4.1.2 of this Prospectus are not
underwritten as written irrevocable undertakings to subscribe for these Shares have been or
will be obtained from the respective selected investors.

There is no over-allotment or "greenshoe" option that will increase the number of our IPO
Shares.

Please refer to Section 4.1.4 of this Prospectus for further details on the clawback and
reallocation of the IPO Shares.

21

21
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

4.1.4 Clawback and reallocation of IPO Shares

(i) Malaysian Public

If any Issue Shares allocated to the Malaysian Public under Section 4.1.1(i) of this
Prospectus are undersubscribed, the balance portion will be allocated in the following
order:

(a) firstly, any remaining portion will be made available for Application by way of
private placement to selected investors under Section 4.1.1(ii) of this
Prospectus; and

(b) any remaining Issue Shares thereafter will be subscribed by the Underwriter,
subject to the terms and conditions of the Underwriting Agreement.

(ii) Private placement to selected investors

The 63,370,000 Issue Shares and 43,200,000 Offer Shares made available for private
placement to selected investors are not underwritten. Irrevocable undertakings will be
obtained from the identified investors to take up the aforementioned IPO Shares made
available for application under the private placement.

(iii) Pink Form Allocation

If any Pink Form Shares allocated to our Eligible Persons under Section 4.1.1(iii) of this
Prospectus are not fully subscribed, the balance will be allocated in the following order:

(a) firstly, to the other Eligible Persons of our Group;

(b) secondly, any remaining portion will be allocated to the Malaysian Public under
Section 4.1.1(i) of this Prospectus;

(c) thirdly, any remaining portion will be made available for Application by way of
private placement to selected investors under Section 4.1.1(ii) of this
Prospectus; and

(d) finally, any remaining Issue Shares thereafter will be subscribed by the
Underwriter, subject to the terms and conditions of the Underwriting
Agreement.

The allocation of the IPO Shares shall take into account the desirability of distributing the IPO
Shares to a reasonable number of applicants with a view of broadening our Company's
shareholding base to meet the public shareholding spread requirements of Bursa Securities
and to establish a liquid market for our Shares. Applicants will be selected on a fair and
equitable manner to be determined by our Board.

4.1.5 Price stabilisation mechanism

We will not be employing any price stabilisation (which is in accordance with the Capital Markets
and Services (Price Stabilisation Mechanism) Regulations 2008) for our IPO.

4.1.6 Minimum level of subscription

There is no minimum subscription to be raised from our IPO. However, in order to comply with
the public spread requirements of the Listing Requirements, the minimum subscription in terms
of the number of IPO Shares will be the number of Shares required to be held by public
shareholders for our Company to comply with public spread requirements under the Listing
Requirements or as approved by Bursa Securities.

22

22
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

Pursuant to the Listing Requirements, at least 25.00% of our enlarged issued share capital
must be held by a minimum number of 200 public shareholders holding not less than 100
Shares each at the time of our admission to the Official List. Prior to our admission to the Official
List, we will ensure that the public shareholding spread requirement is met through a
combination of the balloting process and the private placement exercise to ensure that a
minimum number of 200 public shareholders holding not less than 100 Shares is in place and
at least 25.00% of our enlarged issued share capital are held by public shareholders.

If the public spread requirement is not met, we may not be permitted to proceed with the Listing.
In such event, monies paid in respect of all applications will be returned in full, without interest
or any share of revenue or benefits arising therefrom. If such monies are not returned in full
within 14 days after we become liable to do so, the provision of Section 243(2) of the CMSA
shall apply accordingly.

4.2 SHARE CAPITAL

No. of Shares RM

Share capital
Issued share capital as at the date of this Prospectus 432,535,630 15,138,747

New Shares to be issued pursuant to the Public Issue 100,000,000 24,000,000

Enlarged issued share capital 532,535,630 39,138,747

Less: Estimated listing expenses directly attributable - (1,094,200)


to the Public Issue and allowed to be deducted
against the share capital of our Company

Enlarged issued share capital upon Listing 532,535,630 38,044,547

Offer for Sale 43,200,000 10,368,000

IPO Price (RM) 0.24 per share

Pro forma NA per Share (RM) 0.08


(based on our enlarged issued share capital after the IPO and after the
use of proceeds raised from our Public Issue)

Market capitalisation upon Listing (RM) 127,808,551


(based on the IPO Price and enlarged number of Shares after the IPO)

The IPO Price is payable in full upon Application.

We only have 1 class of shares, being the ordinary shares, all of which rank equally with each
other. Issue Shares will, upon allotment and issue, rank equally in all respects with our existing
issued share capital including voting rights, and rights to all dividends and distributions that may
be declared subsequent to the date of allotment of our Issue Shares.

The Offer Shares rank equally in all respects with our existing issued Shares including voting
rights and rights to all dividend and distributions that may be declared subsequent to the date
of transfer of the Offer Shares.

Subject to special rights attaching to any Share which may be issued by us in the future, our
shareholders shall, in proportion to the amount paid on the Shares held by them, be entitled to
share in the whole of the profits paid out by us as dividends and other distributions. In relation
to any surplus in the event of our liquidation, such surplus is to be distributed among the
members in proportion to the issued share capital at the commencement of the liquidation, in
accordance with our Constitution and provisions of the Act.

23

23
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

On a show of hands, each shareholder who is entitled to vote, may vote in person or by proxy
or by attorney or by duly authorised representative shall have one vote. On a poll, each
shareholder present in person, by proxy, by attorney, or by other duly authorised representative
shall have 1 vote for each Share held.

4.3 BASIS OF ARRIVING AT THE IPO PRICE

The IPO Price was determined after taking into consideration, among others, the following
factors:

(i) our Group's financial performance and operating history, where we recorded an EPS
of approximately RM0.0102, computed based on our Group's audited PAT of RM5.44
million for the FYE 2022 and our enlarged issued share capital of 532,535,630 Shares
upon Listing, translating to a price-to-earnings multiple of 23.53 times based on our
IPO Price of RM0.24. Our detailed operating history and financial performance are
outlined in Sections 7.1 and 12 of this Prospectus, respectively;

(ii) our pro forma NA per Share of approximately RM0.08, computed based on our Group's
pro forma NA of RM40.96 million as at 31 December 2022 after taking into
consideration the IPO and utilisation of proceeds and our enlarged issued share capital
of 532,535,630 Shares;

(iii) our competitive advantages and key strengths as set out in Section 7.3 of this
Prospectus; and

(iv) our business plans and strategies as set out in Section 7.4 of this Prospectus.

You should also note that the market price of our Shares upon and subsequent to our
Listing is subject to market forces and other uncertainties, which may affect the trading
price of our Shares. You are reminded to consider the risk factors set out in Section 9 of
this Prospectus before deciding to invest in our Shares.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

24

24
Registration
RegistrationNo.
No.201901033362
201901033362(1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

4.4 DILUTION

Dilution is the amount by which our IPO Price exceeds our pro forma NA per Share immediately
after our IPO. The following table illustrates such dilution on a per Share basis:

RM

IPO Price 0.24 per share

Pro forma NA per Share as at 31 December 2022 after the Acquisitions 0.04 per share
(before Public Issue)

Pro forma NA per Share after the Acquisitions and Public Issue (after use 0.08 per share
of proceeds)

Increase in pro forma NA per Share attributable to existing shareholders 0.04 per share

Dilution in pro forma NA per Share to new investors 0.16 per share

Dilution in pro forma NA per Share to new investors as a percentage of 66.67%


the IPO Price (%)

Save for the Pre-IPO Restructuring Exercise and as disclosed below, there has been no direct
acquisition and / or subscription of any existing Shares in our Company by our Directors, Key
Senior Management, substantial shareholders or persons connected with them (assuming full
subscription under the Pink Form Allocation), or in which they have the right to acquire since
the incorporation of our Company up to the date of this Prospectus:

No. of Shares No. of Shares Total Effective


before IPO(1) from IPO(2) consideration cash
(3)
cost per
Share
RM RM
Promoters and
substantial shareholders
Chin Yong Keong 251,859,172 - 8,815,071 0.035

Khong Chee Seong 119,867,590 - 4,195,365 0.035

Chin Yuen Fong 59,424,103 - 2,079,844 0.035

Key Senior Management


Yap Hooi Min - 200,000 48,000 0.24

Lee Kim Loon - 800,000 192,000 0.24

Notes:

(1) Number of Shares issued to Chin Yong Keong, Khong Chee Seong and Chin Yuen
Fong pursuant to the Pre-IPO Restructuring Exercise which was undertaken prior to
our IPO are follows:

25

25
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

Before Pre-IPO Restructuring Exercise Total


Pre-IPO
Restructuring Capitalisation Share Split Acquisitions
Exercise
No. of No. of No. of No. of No. of
Shares Shares Shares Shares Shares

Chin Yong 170,600 740,000 25,106,543 225,842,029 251,859,172


Keong

Khong Chee 29,400 80,000 3,016,314 116,741,876 119,867,590


Seong

Chin Yuen - - - 59,424,103 59,424,103


Fong

(2) Assuming all the Pink Form Shares are fully subscribed.

(3) The consideration for Shares issued to Chin Yong Keong, Khong Chee Seong and Chin
Yuen Fong pursuant to the Pre-IPO Restructuring Exercise which was undertaken prior
to our IPO are as follows:

Before Pre-IPO Restructuring Exercise Total


Pre-IPO
Restructuring Capitalisation Share Split Acquisitions
Exercise

RM RM RM RM RM
Chin Yong 170,600 740,000 - 7,904,471 8,815,071
Keong

Khong Chee 29,400 80,000 - 4,085,965 4,195,365


Seong

Chin Yuen - - - 2,079,844 2,079,844


Fong

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

26

26
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

4.5 UTILISATION OF PROCEEDS FROM THE IPO

Based on the IPO Price, the gross proceeds of RM24.00 million will be raised from our Public
Issue. The gross proceeds raised are intended to be used in the following manner:

Details of utilisation Section Gross proceeds Estimated


RM'000 % timeframe for
utilisation upon
Listing

Construction of the 4.5.1 3,679 15.33 Within 12 months


Proposed Batu Kawan
Factory
Repayment of bank 4.5.2 10,250 42.71 Within 24 months
borrowings (Proposed
Batu Kawan Factory)
R&D 4.5.3 3,097 12.90 Within 30 months
Working capital 4.5.4 3,374 14.06 Within 24 months
Estimated listing expenses 4.5.5 3,600 15.00 Within 3 months
Total 24,000 100.00

Further information on the use of proceeds from the IPO is as follows:

4.5.1 Construction of the Proposed Batu Kawan Factory

As at the LPD, our business operations are carried out at our head office located at Taman
Impian Ria and our factories located at Kawasan Industri Ringan Asasjaya, namely Lot 9
Asasjaya and Lot 11 Asasjaya. Our existing factories have a total land area and gross built-up
area of approximately 12,120.16 sq. ft. and 7,930.84 sq. ft., respectively. However, given that
the semiconductor industry is growing in tandem with the demand for electronic products and
the advancement of automation technology, our Group anticipated that there will be further
demand for our Group's products and services. The increasing demand is also consistent with
the increasing trend of our Group's revenue from RM12.37 million in FYE 2019 to RM24.36
million in FYE 2022 as well as RM7.12 million of unbilled purchase order as at the LPD. Hence,
our Group intends to expand our production capacity to cater to the increasing demand of our
services as well as the production of new products, which will require us to have a larger
production space for new machinery, as well as office space for future increase of human
resources.

Moving forward, our Group plans to recruit the additional technical personnel to cope and attend
to the growing demand and orders. Notwithstanding the above, our Group plans to adopt a
prudent approach in increasing our manpower and will only do so when justified by increases
in orders and overall growth in our business segments. Accordingly, we are not able to ascertain
the headcount and cost required for the employment of additional manpower at this juncture.
As such, our Group intends to construct a new factory which will include production, storage
and office space. Please refer to Section 7.19.3 of this Prospectus for the details of Lot 9
Asasjaya and Lot 11 Asasjaya.

In view of this, our Group had on 24 August 2020, entered into the sale and purchase
agreement dated 24 August 2020 with PDC to purchase the Batu Kawan Land which has an
approximate land area of 63,745.70 sq. ft. from PDC at a purchase consideration of RM3.31
million. The transaction was completed on 8 April 2021 and the issue document of title has
been registered in favour of our Company on 20 September 2022. Further details on the Batu
Kawan Land are set out in Section 7.19.1 of this Prospectus.

27

27
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

As part of our business strategies to expand our premises, our Group intends to construct the
Proposed Batu Kawan Factory on the Batu Kawan Land. The Proposed Batu Kawan Factory
is estimated to have a built-up area of approximately 43,500 sq. ft.. A floor space of
approximately 26,600 sq. ft. will be allocated for production space, approximately 4,700 sq. ft.
for storage space and approximately 12,200 sq. ft. will be allocated for office space.

Upon completion of the construction of the Proposed Batu Kawan Factory, we will purchase
new machinery in anticipation of increasing the production capacity of our existing products.
Further, the production space will be used for the production of new products such as IC
assembly and test consumables and ATEs whereas the storage space will be used to store raw
materials and finished goods. The office space will be used for future increase of human
resources. Please refer to Section 7.4.2 of this Prospectus on details of the new products which
we plan to introduce.

The total estimated costs for the construction of the Proposed Batu Kawan Factory is RM15.24
million (comprising the acquisition of Batu Kawan Land of RM3.31 million and construction
costs of RM11.93 million), further details of which are set out in the table below:

Description RM'000

Acquisition of the Batu Kawan Land

 Purchase consideration paid to PDC 3,315

Construction of the Proposed Batu Kawan Factory

 Building planning and architect costs, and third-party 488


consultancy fees
 Engineering, procurement and construction works, comprising:
 Construction and external works 7,695
 Mechanical and electrical works 1,050
 Landscape and miscellaneous works 395
 Fittings and fixtures (e.g. shed, canopy, tinted glass, lift and air- 1,801
condition system)
 Miscellaneous expenses 500
11,929

Total estimated costs 15,244

The aforementioned estimated costs shall be financed through a combination of bank


borrowings and proceeds from our Public Issue. Further details on the breakdown of the total
estimated costs and source of funding are set out in Table 1 below:

Table 1
Details Bank IPO Internal Total
borrowings proceeds funds
RM'000 RM'000 RM'000 RM'000
Acquisition of Batu Kawan 2,980 - 335 3,315
Land

Construction of Proposed 8,250 3,679 - 11,929


Batu Kawan Factory

Total 11,230 3,679 335 15,244

28

28
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

Based on the above, our Group intends to allocate RM3.68 million representing approximately
15.33% of the gross proceeds from our Public Issue to partially finance the estimated cost for
the construction of the Proposed Batu Kawan Factory of RM11.93 million. The initial payment
of RM0.33 million for the acquisition of the Batu Kawan Land was paid initially through internally
generated funds and the remaining estimated cost of RM2.98 million for the acquisition of the
Batu Kawan Land will be funded by bank borrowings.

Upon the completion of construction of the Proposed Batu Kawan Factory, we will also
purchase new machineries for the production of existing products, which will increase the
production capacity of existing products, as follows:

Business activities Annual capacity Estimated annual capacity Percentage


in FYE 2022 at the Proposed Batu increase
Kawan Factory
%
Design and 1,326,500 pieces 1,724,450 pieces 30.00
assembly of IC burn-
in boards and supply
of PCBs
Supply and 10,520 pieces 52,240 pieces 396.58
refurbishment of IC
assembly and test
consumables

The purchase of new machinery will assist our Group to expand our production capacity of
existing products as part of our Group's strategic plan to grow our sales in industries which
include but are not limited to the automotive, telecommunications and memory (data storage)
industries for both local and oversea markets which will require us to have a larger production
space for new machineries, as well as office space for future increase of human resources.
Please refer to Section 7.4.1 and 7.12 of this Prospectus for further details on the new
machineries to be acquired and operating capacity and utilisation respectively.

We anticipate to complete the construction of the Proposed Batu Kawan Factory by December
2023 and commence operations by March 2024. Further details on the estimated construction
timeframe, the regulatory approvals required for the Proposed Batu Kawan Factory as well as
the future prospects of the Proposed Batu Kawan Factory and are set out in Section 7.4.1 of
this Prospectus.
In the event the amount required for the construction of the Proposed Batu Kawan Factory is
higher than budgeted, any deficit will be funded through internally generated funds and / or
bank borrowings. Conversely, if the amount required for the construction of the Proposed Batu
Kawan Factory is lower than estimated, such proceeds shall be channelled towards our working
capital. Further, in the event our Listing is deferred, we will fund the estimated costs of the
Proposed Batu Kawan Factory through internally generated funds and / or bank borrowings.
4.5.2 Repayment of bank borrowings (Proposed Batu Kawan Factory)
As disclosed in Table 1 of Section 4.5.1 of this Prospectus, our Group had secured RM11.23
million of bank borrowings for the construction of the Proposed Batu Kawan Factory, which
comprise of 2 term loans.
Our Group intends to allocate RM10.25 million representing approximately 42.71% of the gross
proceeds from our Public Issue for the repayment of the aforementioned 2 term loans which
are utilised for the purpose of part finance the construction of the Proposed Batu Kawan
Factory, further details of which are set out in the table below:

29

29
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

Banking Purpose Interest Maturity Amount Balance Proposed


Facility rate date drawdown as at the repayment
/ to be LPD
drawdown
% RM'000 RM'000 RM'000
Term Loan 1 Part finance the ICOF + July 2,980 2,599 2,000
(Hong Leong acquisition of 1.00% 2037
Islamic Bank Batu Kawan
Berhad) Land
Term Loan 2 Part finance the ICOF + July 8,250(1) - 8,250
(Hong Leong construction of 1.00% 2037
Islamic Bank the Proposed
Berhad) Batu Kawan
Factory
Total 11,230 2,599 10,250

Note:

(1) Term Loan 2 obtained from Hong Leong Islamic Bank Berhad ("Term Loan 2")
amounting to RM8.25 million is expected to be released progressively to the
contractors undertaking the construction in accordance with the architect's / engineer's
certificate of work done and satisfactory to the bank, which is expected to take place
after the commencement of construction in January 2023. The Term Loan 2 was
obtained by our Group to partially finance the construction cost of the Proposed Batu
Kawan Factory amounted to RM11.93 million, specifically in relation to the engineering,
procurement and construction works ("EPC") amounting to RM9.14 million (out of
which approximately RM8.25 million or 90% of the total EPC cost will be financed via
Term Loan 2). As at the LPD, the progress billings for the EPC (construction package)
is approximately RM0.70 million which is within 10% of the total EPC cost and has been
financed via internally generated funds of the Group. The Term Loan 2 shall be
drawdown upon the progress billings for the EPC exceeding the 10% threshold. Please
refer to Section 4.5.1 of this Prospectus for further details on the construction of the
Proposed Batu Kawan Factory.

Our Board had initially intended to utilise the proceeds from the Public Issue to fully
finance the estimated construction cost for the Proposed Batu Kawan Factory of
RM11.93 million in cash. However, after taking into consideration the possible
mismatch in terms of the timing of the proceeds being made available and the
commencement of the construction of the Proposed Batu Kawan Factory, our Board
has decided to take up the Term Loan 2 which gives better flexibility to our Group's
funding requirement for the construction of the Proposed Batu Kawan Factory.
Following which, our Group intends to utilise the proceeds raised from the Public Issue
for the repayment of Term Loan 2.

The proposed repayment of bank borrowings above will reduce our Group's overall gearing
levels from 0.17 times to 0.03 times based on the pro forma consolidated statement of financial
position as at 31 December 2022 and after taking into consideration the proposed repayment
of bank borrowings above.

For illustrative purpose, the repayment of the abovementioned term loan facilities is expected
to result in an annual interest savings of approximately RM0.56 million to our Group based on
the interest rate of 5.43% (i.e. based on the assumption that ICOF as at LPD is 4.43% + 1.00%)
multiplied by RM10.25 million (i.e. the amount to be utilised from IPO proceeds for repayment
of Term Loan 1 and 2). However, the actual interest savings may vary subject to the then
prevailing applicable interest rates imposed by the bank.

30

30
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

Further, a settlement of the banking facilities by our Company within 5 years from the date of
the first disbursement of the facility gives rise to an early settlement. Hence, this is subject to
early settlement fee which consists of all costs that have not been recovered by the bank
including but not limited to legal fees, disbursement fees, stamp duty and valuation fees (if any).
The amount payable by our Company will be determined at the discretion of the bank (i.e. Hong
Leong Islamic Bank Berhad) in accordance with the principles of Shariah.

In the event the actual principal balance at the point of repayment is less than the amount
allocated for the repayment of the term loans per the table above, any surplus funds thereof
will be allocated towards our working capital.

4.5.3 R&D
Prior to FYE 2022, our Group did not undertake any R&D activities. We commenced our R&D
efforts during FYE 2022 and as part of our continuing R&D efforts, our Group intends to allocate
RM3.10 million representing approximately 12.90% of the gross proceeds from our Public Issue
for the development of new ATE and refurbishment methods as well as enhancement of factory
automation solutions. For information purpose, our factory automation will allow for remote
management and monitoring, data-driven visualisation and analysis during production process.
In addition, our factory automation technology can be applied onto our ATEs to integrate and
connect one ATE to another ATE or to the production line, thus driving automation and
continuous flow of the entire production processes. The gross proceeds from our Public Issue
for the development of new ATE and refurbishment methods as well as enhancement of factory
automation solutions will be used in the following manner:
(i) Development of new ATE and refurbishment methods
We intend to expand our product and service portfolio for ATE and IC assembly and
test consumables. Our new product and service portfolio will also complement our
existing products and services, which we can cross-sell to our existing and potential
customers.
As at the LPD, we have identified the following new products and services to be
developed, which will be commercialised after the completion of the relevant R&D
activities:
(a) Strip level automated optical inspection machine
(b) Wafer level automated optical inspection machine
(c) Cantilever probe card
(d) Smart burn-in board sorter and loader
(e) Intelligent burn-in system
Further details on the description, start date and target completion date of R&D for the
abovementioned new products and services to be developed are set out in Section
7.4.2 of this Prospectus.
We intend to allocate RM1.76 million of the gross proceeds from our Public Issue to
fund the purchase of R&D tools which will be used for the R&D activities related to the
development of the abovementioned new products and services.
Further details on the R&D tools to be purchased for the abovementioned new products
and services, estimated costs based on suppliers' quotations and potential benefits are
set out below:

31

31
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

Type of R&D tools Description Potential RM'000


benefit
Shortwave infrared Includes high resolution Advance 647
(SWIR) camera, 3D camera with shortwave vision
Image Process System infrared technology for algorithm and
and accessories image capturing, 3D image integration
processing system for development
visualising, processing,
and analysing 3D image
data, and motorised
infrared lenses
Multi axis wafer Includes wafer robot with New wafer 480
handling robot & Rotary dual-arm, mapping handling and
chuck sensors, wafer pre-aligner centering
and multi-axis translation design
stage development
Base structure with Includes metal structure, New motion 293
vision gantry, X-Y robot, circulation module control and
and actuation control software, robot slider, sequential
module controller, programming design
pad, regenerative unit, development
controlling software,
measurement unit, electric
power supply, movable
cable, adjuster kit, module
connection kit and linear
conveyor

Ultra-high-speed Includes high speed High speed 185


camera camera with wide spectral and precision
range, high global shutter transferring
and pixel clock speed to design
capture clear images of development
fast-moving objects

IT hardware and Includes laptop, industrial Mechanical 154


software grade computers, design, vision
mechanical design processing
software, vision image and control
processes software, algorithm
motion control software development
and equipment
communication interface
protocol

Total 1,759

The abovementioned R&D tools will be fully funded by the proceeds of the Public Issue.
As at the LPD, we are still reviewing the suppliers' quotations and have not procured
or entered into any other binding arrangement for the purchase of the R&D tools.

(ii) Enhancement of factory automation solutions

We currently provide factory automation customisation for ATE which allows remote
management and monitoring, data-driven visualisation and analysis during production
process. We intend to further enhance our factory automation solutions which involves
R&D activities to design, develop and integrate hardware and software, as well as
prototyping, testing and commissioning of the factory automation solutions.

32

32
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

We intend to allocate RM1.34 million of the gross proceeds from our Public Issue to
fund the purchase of R&D tools which will be used for the R&D activities and
development of prototypes.

Further details on the R&D tools to be purchased for the R&D activities and
development of prototypes, estimated costs based on suppliers' quotations and
potential benefits are set out below:

Type of R&D tools Description Potential RM'000


benefit

Smart factory mock-up A mock-up smart factory Smart factory 1,236


and facility setup and which is equipped with automation
autonomous mobile collaborative robot solutions
robot technology, horizontal and development
vertical lidar scanners,
camera, sensors, charging
station, and racking
systems to test the
performance of the in-
house developed smart
factory functions

IT hardware and Includes computers, Mechanical 102


software mechanical design design, vision
software, vision image processing
processing software and and control
motion control software algorithm
development

Total 1,338

The abovementioned R&D tools will be fully funded by the proceeds of the Public Issue.
As at the LPD, we are still reviewing the suppliers' quotations and have not procured
or entered into any other binding arrangement for the purchase of the R&D tools.

Through the enhancement of our factory automation solutions, we will be able to


capture a wider customer base amidst the growing trend for factory automation and the
shift from manual or semi-automated processes towards automated processes. The
success in developing a range of factory automation solutions that cater to global
demand and requirements is expected to contribute to the growth in our ATE and
factory automation equipment business segment.

In the event the amount required for our R&D is higher than budgeted, any deficit will be funded
through internally generated funds and / or bank borrowings. Conversely, if the amount required
for our R&D is lower than estimated, such proceeds shall be channelled towards our working
capital.

As at the LPD, our R&D activities are led by Lee Kim Loon, our Engineering Director with the
assistance of our engineering team. For the avoidance of doubt, as there is no designated team
for R&D activities and our Group seeks to optimise the use of shared resources within the
Engineering Department, we intend to continue with the same approach going forward of our
sharing of manpower approach for our engineering and R&D activities. Our Group plans to
adopt a prudent approach in increasing our manpower and will only do so when justified by
increases in orders and overall growth in our business segments. Therefore, we are not able to
ascertain the exact headcount and cost required for the employment of additional manpower at
this juncture.

33

33
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

4.5.4 Working capital

Our Group's working capital requirements are expected to increase in tandem with the expected
growth in our business. We intend to allocate RM3.37 million representing approximately
14.06% of the gross proceeds from our Public Issue to finance our Group's expected future
working capital requirements (based upon the anticipated growth in our business operations)
in the following manner:

Details Description RM'000

Purchase of input Purchase of high grade PCB substrate and connector (i.e. 2,853
materials for the production of IC burn-in boards) and stainless-steel
plates (i.e. for the production of CSP carrier)
Marketing and Such advertisements and promotions primarily comprise 521
advertisement online advertising campaigns, as well as advertising costs to
market our company's products and services at electronics
and semiconductor ("E&S") industry events and trade shows

Total 3,374

During the Financial Years Under Review, our sales and marketing activities were mainly
undertaken through referrals from existing customers and business associates, cold calls and
emails as well as appointing distributor in overseas market. The marketing and advertisement
cost incurred by our Group was relatively low, as our Group had relied mainly on the
aforementioned non-physical channels or digital platform to carry out our marketing initiatives
on a minimal scale as a result of the movement restrictions imposed by the Government during
the COVID-19 pandemic. For clarification purpose, the marketing and advertisement cost
incurred during the Financial Years Under Review is set out as below:

FYE 2019 FYE 2020 FYE 2021 FYE 2022


RM'000 %(1) RM'000 %(1) RM'000 %(1) RM'000 %(1)

Marketing and 24 0.84 49 1.69 8 0.28 67 1.19


advertisement

Note:

(1) Computed based on marketing and advertisement cost over total of administrative
expense and selling and distribution expenses.

Moving forward, with the upliftment of movement restrictions, we intend to increase our market
visibility and brand recognition not only through digital platforms but also via our physical
marketing initiatives through participation in local and foreign E&S industry events and trade
shows, which are more costly face-to-face marketing channels. For information purpose, further
breakdown of our allocation of the gross proceeds from our Public Issue to finance marketing
and advertisement cost are set out below:

Details RM'000

Online advertising campaigns 12


Industry events and trade shows(1) 509
Total 521

Note:

(1) Include estimated incidental cost associated with our participation in industry events
and trade shows (e.g. booth rental, booth setup, machines setup / demonstration costs
as well as travelling and allowances) within 24 months upon Listing.

34

34
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

4.5.5 Estimated listing expenses

The estimated listing expenses for our Listing to be borne by us are as set out below:

Description RM'000
(1)
Professional fees 2,300
Underwriting, placement and brokerage fees 530
Printing, advertising fees and other incidental charges relating to our Listing 696
Fees payable to authorities 74
Total 3,600

Note:

(1) Include professional fees for the Principal Adviser, Reporting Accountants, Solicitors,
IMR, Issuing House and other professional advisers.

If our actual listing expenses are higher than the estimated listing expenses, the deficit will be
funded out of the portion allocated for working capital. Conversely, if the actual listing expenses
are lower than the estimated listing expenses, the excess will be utilised for working capital
requirements of our Group.

Pending the eventual utilisation of the proceeds raised from the Public Issue, the proceeds will
be placed in interest bearing short-term deposits or money market instruments with licensed
banks.

The Offer for Sale is expected to raise gross proceeds of approximately RM10.37 million. The
entire proceeds of the Offer for Sale shall accrue entirely to the Offerors and no part of the
proceeds will be received by our Company. The Offerors shall bear all expenses such as
placement, management and miscellaneous fees relating to the Offer Shares estimated to be
approximately RM0.18 million.

The financial impact of the utilisation proceeds on our pro forma consolidated statements of
financial position is disclosed in Section 14 of this Prospectus.

4.6 BROKERAGE FEE, UNDERWRITING COMMISSION AND PLACEMENT FEE

4.6.1 Brokerage fee

We will bear the brokerage fees at the rate of 1.00% on the IPO Price in respect of all successful
Applications which bear the stamp of UOBKH, participating organisations of Bursa Securities,
members of the Association of Banks in Malaysia, members of the Malaysian Investment
Banking Association and / or the Issuing House.

4.6.2 Underwriting commission

UOBKH, as our Underwriter has agreed to underwrite 36,630,000 IPO Shares as set out in
Sections 4.1.1(i) and 4.1.1(iii) of this Prospectus. We will pay our Underwriter an underwriting
commission at the rate of 2.00% of the total value of the IPO Shares underwritten at the IPO
Price.

35

35
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

4.6.3 Placement fee

UOBKH, as our Placement Agent, has agreed to place the 106,570,000 IPO Shares available
under the placement to selected investors as set out in Sections 4.1.1(ii) and 4.1.2 this
Prospectus respectively. Our Company and the Offerors will pay our Placement Agent a
placement fee of up to 1.75% of the total value of the IPO Shares placed out by the Placement
Agent.

The placement fees to be incurred on the Offer for Sale will be fully borne by the Offerors.

4.7 SALIENT TERMS OF THE UNDERWRITING AGREEMENT

We have entered into the Underwriting Agreement with the Underwriter to underwrite up to
36,630,000 Issue Shares ("Underwritten Shares") to be made available for application by the
Malaysian Public and our Eligible Persons as set out in Sections 4.1.1(i) and 4.1.1(iii) of this
Prospectus respectively, both of which are subject to clawback and reallocation provisions as
set out in Section 4.1.4 of this Prospectus.

Details of the underwriting commission are set out in Section 4.6.2 of this Prospectus while the
salient terms of the Underwriting Agreement are as follows:

(i) the obligation of the Underwriter to underwrite the Underwritten Shares is conditional
on, among others, the following:

(a) all necessary approvals required for our IPO and Listing remaining in full force
and effect and that all conditions to these approvals (except for those which
can only be complied with after our IPO has been completed) have been
complied with and such approvals have not been withdrawn;

(b) the Underwriter being satisfied that we have complied with and that our IPO is
in compliance with the CMSA, policies, guidelines and requirements of Bursa
Securities, the SC and all other applicable securities laws and regulations,
including all revisions, amendments and / or supplements to it;

(c) there being no occurrence on or prior to the closing date of our IPO ("Closing
Date") any breach of and / or failure to perform any of our undertakings
contained in the Underwriting Agreement;

(d) there being no any investigation, direction or action by any judicial,


governmental or regulatory authority in relation to our Listing or in connection
with our Group which is still subsisting or not resolved to the satisfaction of the
Underwriter; and

(e) as at the Closing Date, there is no registration or lodgement of any


supplementary or replacement Prospectus with the SC or the Registrar of
Companies without the prior written approval of the Underwriter; and

(ii) notwithstanding anything contained in the Underwriting Agreement, the Underwriter


may terminate the Underwriting Agreement and withdraw its underwriting commitment
upon the occurrence of any of the following:

(a) there is a breach by our Company of any of the representations, warranties or


undertakings contained in the Underwriting Agreement or which is contained
in any certificate, statement or notice under or in connection with the
Underwriting Agreement, which is not capable of remedy or, if capable of
remedy, is not remedied to the satisfaction of the Underwriter within such
number of days as stipulated within the notice after notice of such breach has
been given to our Company or by the Closing Date, whichever is earlier;

36

36
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

(b) there is failure on the part of our Company to perform any of our obligations
contained in the Underwriting Agreement;

(c) there is withholding of information from the Underwriter which is required to be


disclosed pursuant to the Underwriting Agreement which, in the opinion of the
Underwriter, would have or can reasonably be expected to have a material
adverse effect on the business or operations of our Group, the success of our
IPO or the distribution or sale of our Shares issued or offered under our IPO,
and if capable of remedy, is not remedied within such number of days as
stipulated within the notice after notice of such breach has been given to us;

(d) there shall have occurred or happened any material and adverse change in the
business or financial condition of our Group;

(e) the Closing Date does not occur within 3 months from the date of the
Underwriting Agreement ("Agreement Date"), subject to the extension of the
Closing Date which is approved by the Underwriter;

(f) our Listing does not take place by 30 May 2023 or such other extended date
as may be agreed in writing by the Underwriter;

(g) the occurrence of any force majeure event or any event or series of events
beyond the reasonable control of the Underwriter including, but not limited to,
acts of government, acts of God (including, without limitation, the occurrence
of a tsunami and / or earthquakes), acts of terrorism, strikes, national disorder,
declaration of a state of emergency, lock outs, fire, explosion, flooding,
landslide, civil commotion, sabotage, acts of war, diseases or accidents which
has or is likely to have the effect of making any material part of the Underwriting
Agreement incapable of performance in accordance with its terms or which
prevents the processing of applications and / or payments pursuant to our IPO
or pursuant to the underwriting of the Underwritten Shares;

(h) any material adverse change or any development involving a prospective


change in national or international monetary, financial, economic or political
conditions (including, but not limited to, conditions on the stock market in
Malaysia or overseas, foreign exchange market or money market or with
regard to inter-bank offer or interest rates both in Malaysia and overseas) or
foreign exchange controls or currency exchange rates or the occurrence of any
combination of the foregoing which would or is likely to have a material adverse
effect on the value or price of the IPO Shares. For the avoidance of doubt, any
material adverse change in financial conditions shall include stock market
conditions and interest rates. For this purpose, a material adverse change in
the stock market condition shall mean the FTSE Bursa Malaysia KLCI ("Index")
has dropped 15.00% between the Index level on the Agreement Date and the
Closing Date (both dates inclusive) at any point in time during the Agreement
Date and the Closing Date;

(i) any new law or change in law, regulation, directive, policy or ruling in any
jurisdiction, interpretation or application by the court / authorities which has /
likely to have material adverse effect on our Group and/or materially prejudice
the business or the operations of our Group, the success of our IPO or our
Listing or the conditions generally or which has or is likely to have the effect of
making the Underwriting Agreement incapable of performance in accordance
with its terms;

(j) any imposition of moratorium, suspension or material restriction on trading of


securities on Bursa Securities due to exceptional financial circumstances or
otherwise;

37

37
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

4. DETAILS OF OUR IPO (CONT’D)

(k) any government requisition or occurrence of any other nature which materially
and adversely affect or will materially or adversely affect the business,
operations and / or financial position or prospects of our Group or the success
of our IPO;

(l) in the event that our Listing is withdrawn;

(m) any of the resolutions or approvals for our IPO and Listing is revoked,
suspended or ceased to have any effect whatsoever, or is varied or
supplemented upon terms that would have or is reasonably likely to have a
material adverse effect;

(n) any commencement of legal proceedings or action against any member of our
Group or any of our Directors, which in the opinion of the Underwriter, would
have or is reasonably likely to have a material adverse effect or making it
impracticable to market our IPO or to enforce contracts to allot and / or transfer
our IPO Shares;

(o) this Prospectus or the Application Forms (i) having terminated or rescinded in
accordance with its terms; (ii) ceased to have any effect whatsoever; or (iii)
varied or supplemented upon terms and such variation or supplementation
would have or likely to have a material adverse effect; or

(p) any other event which, in the reasonable opinion of the Underwriter, would
have or can reasonably be expected to have, a material adverse effect on, and
/ or materially prejudice the business or the operations of our Group, the
success of our IPO or our Listing or market conditions generally or making any
material part of the Underwriting Agreement incapable of performance in
accordance with its terms.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

38

38
Registration
RegistrationNo. 201901033362
No.201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT

5.1 PROMOTERS AND SUBSTANTIAL SHAREHOLDERS

5.1.1 Promoters and substantial shareholders' shareholdings

The details of our Promoters and substantial shareholders, their respective shareholdings in our Company before and after the IPO are as follows:

Name Nationality Before the IPO / After the After the Public Issue After the Offer for Sale
Acquisitions
Direct Indirect Direct Indirect Direct Indirect
No. of %(1) No. of %(1) No. of %(2) No. of %(2) No. of %(2) No. of %(2)
Shares Shares Shares Shares Shares Shares

Promoters
and
substantial
shareholders

Chin Yong Malaysian 251,859,172 58.23 - - 251,859,172 47.29 - - 234,579,172 44.05 - -


Keong

Khong Chee Malaysian 119,867,590 27.71 - - 119,867,590 22.51 - - 106,907,590 20.08 - -


Seong

Chin Yuen Malaysian 59,424,103 13.74 - - 59,424,103 11.16 - - 46,464,103 8.72 - -


Fong

Notes:

(1) Based on our issued share capital of 432,535,630 Shares after the Acquisitions but before our IPO.

(2) Based on our enlarged issued share capital of 532,535,630 Shares after our IPO.

Save for our Promoters and substantial shareholders named above, we are not aware of any other persons who is able to, directly or indirectly, jointly
or severally, exercise control over our Company.

As at the LPD, the Shares held by our Promoters and substantial shareholders have the same voting rights and there is no arrangement between our
Company and our shareholders with third parties, the operation of which may at a subsequent date result in a change of control of our Company.

39
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

5.1.2 Profiles of Promoters and substantial shareholders

The profiles of our Promoters and substantial shareholders are as follows:

(i) Chin Yong Keong


Promoter, substantial shareholder and Executive Director / Group CEO

Chin Yong Keong, a Malaysian aged 53, is our Executive Director / Group CEO. He
was appointed to our Board in September 2019 and was subsequently appointed as
our Group CEO in January 2022.

In May 1992, he graduated with a Diploma in Electromechanical Engineering from


Politeknik Sultan Abdul Halim Mu'adzam Shah in May 1992. Subsequently, he obtained
his Bachelor of Mechanical Engineering from Universiti Putra Malaysia in July 1997.
He brings with him approximately 28 years of working experience in the semiconductor
industry.

He began his career in August 1992 with NKE Flexible Automation System Sdn Bhd,
a company whose principal activities involved manufacturing of automation equipment,
as Junior Mechanical Designer in the Mechanical Design Department where he had
undertaken a number of assignments and projects such as singulation system
upgrading, design of mechanical jigs and fixtures using computer-aided design (CAD)
tools. He left the company in June 1993 to pursue his studies.

He returned to work when he joined Penang Seagate Industries (M) Sdn Bhd, which
was principally involved in manufacturing disk drive components for sale, as Process
Engineer for a brief stint from December 1996 to January 1997 where he assisted in
the manufacturing process and yield improvement. Thereafter, he joined Integrated
Device Technology Sdn Bhd, a company whose principal activity involved assembling
and testing integrated semiconductor, in February 1997 as Product Engineer, where
he was also primarily responsible for product yield improvement. He left the company
in May 1997.

In June 1997, he joined Quantum Peripherals Malaysia Sdn Bhd, a company which
principally involved in remanufacturing hard disk drives, as Senior Engineer where he
was responsible for areas in relation to the process, maintenance and new product
introduction until October 2002.

In November 2002, he joined Molex (Malaysia) Sdn Bhd, a company which


manufactures and trades connectors for the data, audio and video computer and power
supply industries, as Manufacturing Manager where he was responsible in the
manufacturing operations. He left the company in February 2004 to join Agilent
Technologies (Malaysia) Sdn Bhd, a company involved in assembly of electronic
components, in March 2004 as Marketing Program Manager. Pursuant to a corporate
exercise undertaken by the holding company of Agilent Technologies (Malaysia) Sdn
Bhd and Avago Technologies (M) Sdn Bhd, company which performs contract
manufacturing services and related research as well as development services of
optoelectronics and semiconductor components / sub-assemblies on behalf of related
companies, he was subsequently employed under Avago Technologies (M) Sdn Bhd
as a Manufacturing Engineer until his departure in November 2012. During his tenure
with the company, he was responsible for managing and leading a group of engineering
and production personnel in process development, yield and quality improvement,
supply chain strategy, pricing analysis and cost negotiation to achieve operation goals
and objectives as well as customers' satisfaction.

40
40
Registration No.
Registration No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

In December 2012, he joined Dysteq Technology (M) Sdn Bhd (now known as ETMSB)
as Marketing Director where he was primarily responsible for the sales and marketing
of the company upon invitation from Khong Chee Seong to assist in expanding the
customer base of ETMSB. He decided to continue pursuing his career to enhance his
technical skills and knowledge in the semiconductor industry, in particular to gain
further exposure on Manufacturing Engineering (i.e. the application of engineering
procedures in manufacturing processes and methods of production of industrial
products). Hence, he left Dysteq Technology (M) Sdn Bhd (now known as ETMSB) in
April 2013 to join Philips Lumileds Lighting Company Sdn Bhd (now known as Lumileds
Malaysia Sdn Bhd), a company whose principal activities are manufacture and sale of
light emitting diodes (LEDs) based lighting products, in May 2013 as Senior Manager
in Manufacturing Engineering and was subsequently promoted to Director in
Manufacturing Engineering in April 2018. During his tenure with the company, he was
involved in new product introduction and cost savings program. He left the company in
July 2018.

In July 2018, he joined Mi Equipment Holdings Berhad (now known as Mi Technovation


Berhad), an investment holding company listed on the Main Market of Bursa Securities
while its subsidiaries involved in, among others, design and manufacturing of WLCSP
sorting machines with inspection and testing capabilities for the semiconductor industry
and precision fabrication parts, as Chief Operation Officer cum General Manager where
he was primarily responsible for overseeing the manufacturing operation, engineering
and sales of the company. In early 2019, he has been tasked to focus his time to
manage the operations of Mi Autobotics Sdn Bhd and Mi Precision Sdn Bhd (now
known as Mi Components Sdn Bhd) only, in which both are wholly owned subsidiaries
of Mi Equipment Holdings Berhad (now known as Mi Technovation Berhad) and he
subsequently left the company in March 2019.
He joined our Group as Director and shareholder in April 2019 and has supported the
growth of our Group's business since then. In January 2022, he assumed his current
position as our Group CEO where he is responsible for overseeing the strategic
business planning, development and operations of our Group, which includes setting
our Group's direction, formulating corporate development plan and driving our business
growth. In addition, he is also involved in overseeing the daily on-site operations and
operational related matters. His interests in other corporations are as set out in Section
5.2.4(ii) of this Prospectus.
(ii) Khong Chee Seong
Promoter, substantial shareholder and Executive Director / Business Unit Director
Khong Chee Seong, a Malaysian aged 49, is our Executive Director / Business Unit
Director. He was appointed to our Board in July 2020 and was subsequently appointed
as our Business Unit Director in January 2022. He is responsible for overseeing the
sales and marketing of our Group.
He graduated with a Diploma in Electronic Engineering (Communication) from
Politeknik Sultan Haji Ahmad Shah in December 1996. He later obtained his Bachelor
of Electrical Engineering through a part time course from Universiti Teknologi Malaysia
and graduated in March 2004. He brings with him approximately 27 years of working
experience in the semiconductor industry.
He began his career in December 1996 with Perai Seagate Storage Products Sdn Bhd,
a company which manufactures and remanufactures disk drives, as Technician where
he assisted in providing equipment maintenance services. He left the company in
March 1998. In April 1998, he joined Quantum Peripherals (M) Sdn Bhd as Technician
Specialist in hard disk drive and tape drive manufacturing. He has implemented several
assignments and projects such as mean time between failure (MTBF) improvement,
process automation improvement, equipment repeatability and reproducibility (R&R)
improvement and software programming.

41
41
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

He left Quantum Peripherals (M) Sdn Bhd in December 2002 and joined Molex
(Malaysia) Sdn Bhd, a company which manufactures and trades connectors for the
data, audio and video computer and power supply industries, in the same month as
Process Engineer where he assisted in the manufacturing process and yield
improvement. He left the company in March 2004 and joined Jabil Global Services (a
division of Jabil Circuit Sdn Bhd, whose principal activities involved designing,
development and manufacturing computer and peripheral boards utilising advanced
interconnect or substrate technologies, from April 2004 to September 2004 as Product
Engineer where he was primarily responsible in the area of product yield improvement.
In June 2004, he co-founded Dysteq Technology (M) Sdn Bhd (now known as ETMSB)
as a shareholder and director with Chua Swee Phin who was involved in initial
operations for the design and manufacturing of PCBs for IDMs and OSATS. He
officially commenced his role as the director of sales and marketing of ETMSB in
September 2004. Since July 2020, he assumed his current position as Executive
Director of our Company. In January 2022, he was appointed as the Business Unit
Director of our Company where he oversees the Sales and Services Department.
Between July 2018 and December 2020, he was a council member of the MBSP. He
also held a position as Secretary in St Marks School Branch under Parliament Bagan
Constituency since 2010 where he was responsible for secretarial tasks, which include
among others, coordinating meetings and ensuring all meetings of the society are
properly organised and minuted. He subsequently resigned from his position as
Secretary in St Marks School Branch under the Parliament Bagan Constituency on 31
March 2023. His interests in other corporations are as set out in Section 5.2.4(iii) of this
Prospectus.

(iii) Chin Yuen Fong


Promoter, substantial shareholder and Electronics Manufacturing Solution Business
Unit Director

Chin Yuen Fong, a Malaysian aged 55, is our Electronics Manufacturing Solution
Business Unit Director. He was appointed to be our Electronics Manufacturing Solution
Business Unit Director in January 2022. He is responsible for overseeing the
manufacturing and operations of our Group.

He completed his Sijil Pelajaran Malaysia (SPM) in December 1986 at Sekolah


Menengah Kebangsaan Bukit Mertajam Seberang Perai and subsequently obtained
his Certificate of Competency for Wireman issued by the Electrical Inspectorate
Department (now known as the Energy Commission) in August 1990. He brings with
him approximately 33 years of working experience in the semiconductor industry.

He began his career in June 1990 with Innovation Electronics Sdn Bhd, a company
which principally involved in manufacturing single-sided and double-sided PCB, as
Manager where he was responsible for managing the manufacturing activities of
printed circuit board. He subsequently left the company in April 2004 and took a career
break.

In January 2005, he joined Dysteq Technology (M) Sdn Bhd (now known as ETMSB)
as Operation Manager whereby he was responsible for overseeing the business
operations of the company. Subsequently in November 2018, together with his son, he
acquired the entire equity interest in CESB from third parties for the purpose of
expanding our Group's business into the trading of materials and supplies mostly to
semiconductor companies. In January 2022, he was appointed as the Electronics
Manufacturing Solution Business Unit Director of our Group to lead the Operation
Department.

For information purpose, Chin Yuen Fong's son, namely Jacky Chin Shi Hou is
currently the software engineer in our Engineering Department. As at the LPD, Jacky
Chin Shi Hou does not have any shareholdings in our Group.

42
42
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

5.1.3 Promoters and / or substantial shareholders' remuneration and benefits

Save for the issuance of Shares by our Company as consideration pursuant to the Acquisitions
to our Promoters and / or substantial shareholders as disclosed in Section 6.1.3(iii) of this
Prospectus, the dividends declared and paid as set out below, and the aggregate remuneration
and benefits paid or proposed to be paid to our Promoters and / or substantial shareholders as
set out below, there are no other amount or benefits paid and intended to be paid to our
Promoters and / or substantial shareholders within the 2 years preceding the date of this
Prospectus.

(i) Dividends declared and paid

Dividend declared Dividend paid


Chin Yong Khong Chee Chin Yong Khong Chee
Keong Seong Keong Seong

RM'000 RM'000 RM'000 RM'000


FYE 2021 1,822 781 1,822 781

FYE 2022 1,050 450 1,050 450

1 January 2023 - - - -
up to the LPD

For the avoidance of doubt, Chin Yuen Fong did not receive any dividend for the Financial
Years Under Review and up to the LPD.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

43
43
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

(ii) Aggregate remuneration and benefits paid or proposed to be paid

FYE 2021 Director fees Salaries(1) Bonuses Allowances Statutory Benefits-in- Total
Contributions kind
(EPF, SOCSO
and EIS)

RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000

Chin Yong Keong 240 240 - - 29 17 526

Khong Chee Seong 68 58 - - 9 18 153

Chin Yuen Fong 68 58 - - 9 7 140

FYE 2022 Director's Salaries(1) Bonuses Allowances Statutory Benefits-in- Total


fees Contributions kind
(EPF, SOCSO
and EIS)

RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000

Chin Yong Keong - 584 - - 71 17 672

Khong Chee Seong - 243 - - 37 11 291

Chin Yuen Fong - 243 - - 37 7 287

44
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

(Proposed) FYE 2023 Director's Salaries(1) Bonuses Allowances Statutory Benefits-in- Total
fees Contributions kind
(EPF, SOCSO
and EIS)

RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000

Chin Yong Keong - 613 - - 75 17 705

Khong Chee Seong - 255 - - 32 11 298

Chin Yuen Fong - 255 - - 32 7 294

Note:

(1) Inclusive of the annual wage supplement / contractual bonus of 1 month basic salary.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

45
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

5.1.4 Changes in our Promoters' and / or substantial shareholders' shareholdings


Save as disclosed below, there are no other changes in the shareholdings of our Promoters and substantial shareholders in our Company since 18
September 2019, being the incorporation date up to the LPD:
Name As at incorporation As at 31 December 2020 As at 31 December 2021
Direct Indirect Direct Indirect Direct Indirect
No. of % No. of % No. of % No. of % No. of % No. of %
Shares Shares Shares Shares Shares Shares
Promoters and
substantial
shareholders
Chin Yong 547 54.70 - - 156,600 78.30 - - 910,600 89.27 - -
Keong

Khong Chee - - - - 23,400 11.70 - - 109,400 10.73 - -


Seong

Chin Yuen Fong - - - - - - - - - - - -

Name As at 31 December 2022 As at the LPD / After the Acquisitions


Direct Indirect Direct Indirect
No. of % No. of % No. of %(1) No. of %(1)
Shares Shares Shares Shares
Promoters and
substantial
shareholders
Chin Yong 26,017,143 89.27 - - 251,859,172 58.23 - -
Keong

Khong Chee 3,125,714 10.73 - - 119,867,590 27.71 - -


Seong

Chin Yuen Fong - - - - 59,424,103 13.74 - -

Note:
(1) Based on our issued share capital of 432,535,630 Shares after the Acquisitions but before our IPO.

46
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

5.2 DIRECTORS

5.2.1 Composition of our Board

Our Board comprises the following members:

Name Age Gender Nationality Date of Designation


appointment

Datuk Johar Bin 71 Male Malaysian 1 August 2022 Independent Non-


Che Mat Executive
Chairman

Chin Yong 53 Male Malaysian 18 September Executive Director


Keong 2019 / Group CEO

Khong Chee 49 Male Malaysian 15 July 2020 Executive Director


Seong / Business Unit
Director

Kamaruddin Bin 58 Male Malaysian 1 August 2022 Independent Non-


Kassim Executive Director

Datin Soheir 57 Female Malaysian 1 August 2022 Independent Non-


Binti Executive Director
Mohammad
Khatib

Joyce Wong Ai 47 Female Malaysian 1 August 2022 Independent Non-


May Executive Director

None of our Directors represents any corporate shareholder on our Board. Please refer to
Section 5.6 of this Prospectus for details on the family relationship and / or association between
our Promoter, substantial shareholders, Directors and Key Senior Management.

5.2.2 Profiles of Directors

The profiles of our Directors are as follows:

(i) Datuk Johar Bin Che Mat


Independent Non-Executive Chairman

Datuk Johar Bin Che Mat, a Malaysian aged 71, is our Independent Non-Executive
Chairman. He was appointed to our Board on 1 August 2022.

He graduated with a degree of Bachelor of Economics from University of Malaya in


June 1975.

47
47
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

In July 1975, he joined Malayan Banking Berhad ("Maybank"), which is in the business
of banking and finance, as an Officer and was subsequently promoted to Assistant
Manager in February 1979, Branch Manager in October 1980, Head of Department of
the Corporate Banking Division, Corporate Credit in April 1993 and was appointed as
Head of Department of the Corporate Banking Division, Malaysian Business Group in
July 1994. During his tenure as Branch Manager and Head of Department, he was
responsible for various managerial duties covering transactional banking (operations),
retail finance, retail marketing and private banking. In April 1995, he was appointed as
the Regional Manager where he was responsible for banking operations and front-end
activities for Maybank branches in Selangor and Negeri Sembilan. He was
subsequently promoted to General Manager of the Commercial Banking Division in
August 1996 and was appointed as General Manager of the Enterprise Banking
Division in March 2002 prior to his promotion as Head of Retail Financial Services
Group, Managing Director's Office in April 2002. Thereafter, he was appointed as the
Chief Operating Officer of Maybank from July 2006 to June 2010 and retired in the
same year.

As at the LPD, he also sits on the board of several private limited and public listed
companies. He is the Non-Independent Non-Executive Chairman of among others,
MNRB Holdings Berhad and Chairman of Takaful Ikhlas Family Berhad and Takaful
Ikhlas General Berhad, both of which are the wholly-owned subsidiaries of MNRB
Holdings Berhad. He is also the Independent Non-Executive Director of MBSB Bank
Berhad and Dagang Nexchange Berhad. Please refer to Section 5.2.4(i) of this
Prospectus for further details of his directorships and involvement in other companies
outside of our Group.

(ii) Chin Yong Keong


Executive Director / Group CEO

Please refer to Section 5.1.2(i) of this Prospectus for his profile.

(iii) Khong Chee Seong


Executive Director / Business Unit Director

Please refer to Section 5.1.2(ii) of this Prospectus for his profile.

(iv) Kamaruddin Bin Kassim


Independent Non-Executive Director

Kamaruddin Bin Kassim, a Malaysian aged 58, is our Independent Non-Executive


Director. He was appointed to our Board on 1 August 2022.

He completed his Sijil Pelajaran Malaysia (SPM) in December 1983 at Sekolah


Menengah Ayer Baloi Pontian Johor.

He began his career in September 1984 with the Royal Intelligence Corps of the
Malaysian Armed Forces as a Short Term Commissioned Officer and was
subsequently awarded the rank of Regular Commissioned Officer in February 1996
where he was responsible for coordinating and monitoring various matters in relation
to the politics, economic, science and technology, armed forces, transportation and
culture between Malaysia and China. Between August 1989 and September 1989, he
was based in Taiwan where he assisted in coordinating and arranging bilateral
seminars between Malaysia and Taiwan. He was also as the Mandarin interpreter for
officers of the Malaysian Armed Forces.

Thereafter, he took a study leave in August 1990 to pursue his studies and
subsequently obtained his Bachelor of Arts from the Beijing Language and Culture
University, China in July 1995. Upon completion of his course in China, he returned to
Malaysia and continued to assume his role as the Mandarin interpreter for officers of
the Malaysian Armed Forces prior to pursuing his studies in May 1997.

48
48
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

Upon obtaining his Master of Arts in Political Science from Universiti Kebangsaan
Malaysia in May 1999, he continued to work in the Malaysian Armed Forces until he
was reassigned to the Security Section of the Thailand Border Development,
Department of Border Management (Bahagian Pengurusan Sempadan Darat) of the
National Security Council in May 2015 as the Chief Liasion Officer based in Songkhla,
Thailand where he was responsible for coordinating and monitoring the safety of the
Malaysia-Thailand border.

During his approximately 35 years of service in the Malaysian Armed Forces, he held
various positions such as, among others, Staff Officer of the Human Resource for the
Royal Intelligence Corps where he was responsible for welfare management of the
officers in the Malaysian Armed Forces. He was also the Administrative Officer of Pusat
Latihan Perisikan (PULARIS) where he was responsible to arrange and plan for
Mandarin courses to be taught in the Pusat Latihan Perisikan (PULARIS). He joined
the Malaysian Armed Forces as Second Lieutenant and held the rank of Lieutenant
Colonel prior to his retirement in March 2020. Please refer to Section 5.2.4(iv) of this
Prospectus for details of his involvement in other companies outside of our Group.

(v) Datin Soheir Binti Mohammad Khatib


Independent Non-Executive Director

Datin Soheir Binti Mohammad Khatib, a Malaysian aged 57, is our Independent Non-
Executive Director. She was appointed to our Board on 1 August 2022.

She obtained her Bachelor of Arts with Honours in Law from University of Nottingham
in July 1989.

She began her career in March 1991 with Petroliam Nasional Berhad, a company
whose principal activities involved exploitation of oil and gas and marketing of
petroleum and petroleum products, as Legal Executive where she was responsible in
legal matters and documentation in relation to downstream projects and activities. She
left the company in October 1994 and took a career break due to family commitments.

In October 2000, she joined Commerce International Merchant Bankers Berhad (now
known as CIMB Investment Bank Berhad), which is in the business of banking and
finance, as an Executive where she was responsible for matters in relation to corporate
affairs and communication. Thereafter, she left the company in June 2002 and joined
Gas Malaysia Sdn Bhd (now known as Gas Malaysia Berhad), whose principal
activities involved selling, marketing, distribution and promotion of natural gas to
industrial, commercial and residential sectors, in July 2002 as a Senior Executive,
Communications and subsequently joined Pernas International Holdings Berhad (now
known as Tradewinds Corporation Berhad), whose principal activities involved
investment holding, provision of management services, commercial property
investment and hotel operations, in September 2003 as Marketing Communications
Manager in the Marketing Communication Department of Mutiara Kuala Lumpur.
Subsequently, she left the company in December 2003 and took a career break due to
family commitments. In June 2004, she joined American International Assurance
Company, Limited (now known as AIA Company Limited), a company whose principal
activities involved underwriting of life insurance business, including investment-linked
life business and general insurance businesses, as Manager of Corporate
Communication and left the company in December 2005.

49
49
Registration No.
Registration No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

In January 2006, she joined Inno Bio Ventures Sdn Bhd, a company whose principal
activities involved in, among others, investing, manufacturing and consulting in the field
of biotechnology, as Senior Manager and was subsequently promoted to Vice
President Corporate Strategy in July 2007 where she was primarily responsible for
overseeing various areas in relation to human resource, administration and
communication, legal and company secretarial support as well as liaising with the
relevant governmental agencies. Thereafter, she left the company in December 2007
and joined Nine Bio Sdn Bhd, a company focused on the research and development of
vaccines, natural products and biologics, in January 2008 as Marketing and
Communications Director where she was responsible for the development and
execution of the company's communications strategy involving the research and
development of vaccines, natural products and biologics.

She left Ninebio Sdn Bhd in June 2008 and joined Pantai Management Resources Sdn
Bhd, a wholly owned subsidiary of Pantai Holdings Sdn Bhd, a company which
principally engaged in provision of administration support, training, research and
development services, in September 2008 as Assistant General Manager, Corporate
Communications where she was primarily responsible for reviewing and monitoring the
hospitals and business units within the group in relation to the corporate
communications, branding, public relations and corporate social responsibility. She left
the company in January 2012 and joined East Coast Economic Region Development
Council in April 2013 as Senior Manager, Corporate Communications. Thereafter, she
left the company in August 2013. She took career breaks between July 2008 to August
2008, February 2012 to March 2013 and subsequently in September 2013 to August
2014 due to family commitments.

In September 2014, she joined Mahathir Science Award Foundation, a non-profit


activity of the Academy Sciences of Malaysia, as Executive Director where she was
responsible for managing matters in relation to fund raising and brand awareness as
well as overseeing the board compliance and employment matters. Her employment
contract ended in September 2016.

Subsequently, she co-founded Desa Janajaya Sdn Bhd, a company which is principally
involved in agrotechnology solutions, in August 2016 to venture into sustainable
agrotechnology solutions. As at the LPD, she is the Director of Desa Janajaya Sdn
Bhd. Please refer to Section 5.2.4(v) of this Prospectus for further details of her
directorships and involvement in other companies outside of our Group.

(vi) Joyce Wong Ai May


Independent Non-Executive Director

Joyce Wong Ai May, a Malaysian aged 47, is our Independent Non-Executive Director.
She was appointed to our Board on 1 August 2022.

She obtained her degree of Bachelor of Commerce from the University of Tasmania in
December 1998. She is an Accountant by profession and a member of the Certified
Practicing Accountants, Australia since January 2003. In addition, she is also a
member of the Malaysian Institute of Accountants since September 2016 and the
Institute of Internal Auditors Malaysia since March 2018.

She began her career in June 1999 with Smith Zain Securities Sdn Bhd, which was
involved in the business of stockbroking, as Accounts Executive where she was
responsible for treasury management accounting and financial accounting. Pursuant
to a corporate exercise undertaken by Smith Zain Securities Sdn Bhd which resulted
in BBMB Securities Sdn Bhd (which is also principally involved in stockbroking) taking
over the business of Smith Zain Securities Sdn Bhd, she was reemployed by BBMB
Securities Sdn Bhd in December 2002 as Head of Finance at the Penang branch of
BBMB Securities Sdn Bhd where she was responsible for overseeing the overall
operations of the Finance Department at branch level. She left the company in January
2004.

50
50
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

In February 2004, she joined Hwang-DBS Securities Berhad, a company providing


stockbroking, corporate advisory services and other related activities, as Internal Audit
Officer, where she was responsible for conducting independent audits on risk
management, operations and financial areas to ascertain compliance with internal
policies and procedures, as well as applicable rules and regulations issued by the
regulatory authorities.

She subsequently left Hwang-DBS Securities Berhad in July 2004 and joined Fastrack
Corporate Sdn Bhd, a company principally involved in provision of secretarial and
consultancy services, in August 2004 as an Executive where she was responsible for
handling all secretarial related matters for private and public companies. She left the
company in January 2005. In January 2005, she joined UHY, Malaysia, a member of
Urbach Hacker Young International Limited as Audit Supervisor and was subsequently
promoted to Director in January 2015, where she was responsible for overseeing the
overall operations of the firm.

In May 2016, she left the firm to set up her own consulting company, JWC Consulting
Sdn Bhd, a company which provides business management consultancy services.
Together with a team of professionals, she served public listed companies by providing
business process reviews, enterprise risk management and corporate governance
reviews and she is currently the Director of the company.

She also sits on the Industry Advisory Panel of the School of Business for DISTED
College, Penang since March 2015. She is the Regional Member Representative for
the Certified Practicing Accountants, Australia for the Penang region and a member of
the Finance Committee of a non-profit organisation.

In December 2017, she was appointed as the Independent Non-Executive Director of


Grand-Flo Berhad (now known as NCT Alliance Berhad) and subsequently resigned in
2019. As at the LPD, she is the Independent Non-Executive Director of Dufu
Technology Corp. Berhad and PCCS Group Berhad. Please refer to Section 5.2.4(vi)
of this Prospectus for further details of her directorships and involvement in other
companies outside of our Group.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

51
51
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

5.2.3 Directors' shareholdings

The shareholdings of our Directors in our Company before and after the IPO are as follows:

Name Designation Nationality Before the IPO / After the Acquisitions After the IPO
Direct Indirect Direct Indirect
No. of %(1) No. of %(1) No. of %(2) No. of %(2)
Shares Shares Shares Shares

Datuk Johar Bin Independent Non- Malaysian - - - - - - - -


Che Mat Executive Chairman

Chin Yong Keong Executive Director / Malaysian 251,859,172 58.23 - - 234,579,172 44.05 - -
Group CEO

Khong Chee Executive Director / Malaysian 119,867,590 27.71 - - 106,907,590 20.08 - -


Seong Business Unit
Director

Kamaruddin Bin Independent Non- Malaysian - - - - - - - -


Kassim Executive Director

Datin Soheir Binti Independent Non- Malaysian - - - - - - - -


Mohammad Khatib Executive Director

Joyce Wong Ai Independent Non- Malaysian - - - - - - - -


May Executive Director

Notes:

(1) Based on our issued share capital of 432,535,630 Shares after the Acquisitions but before our IPO.

(2) Based on our enlarged issued share capital of 532,535,630 Shares after our IPO.

Our Directors may subscribe for Issue Shares under the public balloting portion as set out in Section 4.1.1(i) of this Prospectus. None of our Directors
represents any corporate shareholder on our Board.

52
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

5.2.4 Principal directorships and principal business activities outside our Company

Save as disclosed below, none of our Directors have any directorship or principal business activities performed outside our Group for the past 5 years
up to the LPD:

(i) Datuk Johar Bin Che Mat

Company Position held Date appointed as Date resigned as Equity interest as Principal activities
Director Director at the LPD (%)
Direct Indirect

Present involvement

MBSB Bank Berhad Independent 19 December 2017 - - - Islamic banking


Non-Executive business and the
Director provision of related
financial services

MNRB Holdings Non-Independent 1 October 2017 - - - Investment holding


Berhad Non-Executive company, principally
Chairman engaged in the
provision of
management services
to its subsidiaries while
its subsidiaries are
involved in offering a
wide range of products
and services related to,
among others,
reinsurance, retakaful
and retail takaful

Takaful Ikhlas Director 30 November 2018 - - - Management of general


General Berhad(1) takaful business

53
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

Company Position held Date appointed as Date resigned as Equity interest as Principal activities
Director Director at the LPD (%)
Direct Indirect

Takaful Ikhlas Family Director 3 January 2019 - - - Management of family


Berhad(1) and investment-linked
takaful business

Malaysian Re Director 5 January 2020 - - - Marketing and


(Dubai) Ltd(2) promotional activities
and servicing of clients
on behalf of Malaysian
Reinsurance Berhad

Dagang Nexchange Independent 28 February 2018 - - - Investment holding,


Berhad Non-Executive while its subsidiaries
Director operate in the business
divisions of technology,
energy and information
technology

PING Petroleum Director 29 June 2021 - - - Exploration,


Limited(3) development and
production of crude oil
and natural gas and
investment holding

Motordata Research Director 13 November 2019 - - - Software and hardware,


Consortium Sdn data warehousing and
Bhd(4) system development,
networking, web
publishing and
information provider

54
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

Company Position held Date appointed as Date resigned as Equity interest as Principal activities
Director Director at the LPD (%)
Direct Indirect

Past involvement

One Glove Group Independent 18 April 2016 25 February 2019 - - Investment holding,
Berhad (previously Non-Executive while its subsidiaries
known as Gets Director are involved in the
Global Berhad) manufacturing, sales
and marketing of gloves
and other related
activities

Pengangkutan Awam Director 1 August 2018 25 February 2019 - - Engaged in managing


Putrajaya Travel & public transport
Tours Sdn Bhd services, public
transport facilities in
Putrajaya area, renting
in commercial lot and
travel and tours
services

Rural Capital Berhad Director 18 August 2014 30 July 2021 - - Debt collector and
financing processing

Notes:

(1) A wholly-owned subsidiary of MNRB Holdings Berhad.

(2) Malaysian Re (Dubai) Ltd was incorporated in December 2006 in Dubai and is a wholly-owned subsidiary of MNRB Holdings Berhad.

(3) PING Petroleum Limited was incorporated in July 2012 in Bermuda and is a 90%-owned subsidiary of Dagang Nexchange Berhad.

(4) A 40.00%-owned associate of MNRB Holdings Berhad.

55
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

(ii) Chin Yong Keong

Company Position held Date appointed as Date resigned as Equity interest as at Principal activities
Director / Partner Director the LPD (%)
Direct Indirect

Present involvement

- - - - - - -

Past involvement

Aicode Labs Director 9 September 2019 18 July 2022 - - Provision of services in


relation to engineering
design

Mechmodule Director 23 December 2019 17 December 2020 - - Metal and plastic parts
Technology Sdn Bhd machinists, modifiers,
repairers and sub-
assemblers,
engineering contractors
and hardware dealers
and property investment

56
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

(iii) Khong Chee Seong

Company Position held Date appointed as Date resigned as Equity interest as at Principal activities
Director Director the LPD (%)
Direct Indirect

Present involvement
High Cloud PLT Partner 21 December 2017 - - - Investment holding in
properties (office units)
Past involvement
Aicode Labs Director 15 April 2021 18 July 2022 - - Provision of services in
relation to engineering
design

(iv) Kamaruddin Bin Kassim

Company Position held Date appointed as Date resigned as Equity interest as at Principal activities
Director Director the LPD (%)
Direct Indirect

Present involvement

Kamaruddin Bin Sole Proprietor - - - - Leasing of construction


Kassim machineries

Past involvement

- - - - - - -

57
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

(v) Datin Soheir Binti Mohammad Khatib

Company Position held Date appointed as Date resigned as Equity interest as at Principal activities
Director Director the LPD (%)
Direct Indirect

Present involvement

Desa Janajaya Sdn Director and 8 September 2016 - 33.33 33.33(1) Involved in
Bhd shareholder agrotechnology
solutions

Past involvement

DSA Cosmetique Director 3 November 2016 - - - Stores specialised in


Group Sdn Bhd retail sale of perfumery
(Dissolved on 5 July
2019)

Note:

(1) Deemed interested by virtue of her spouse's shareholdings in Desa Janajaya Sdn Bhd pursuant to Section 8 of the Act.

(vi) Joyce Wong Ai May

Company Position held Date appointed as Date resigned as Equity interest as at Principal activities
Director Director the LPD (%)
Direct Indirect

Present involvement

JWC Consulting Sdn Director and 4 May 2016 - 50.00% 50.00%(1) Business management
Bhd shareholder consultancy services

58
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

Company Position held Date appointed as Date resigned as Equity interest as at Principal activities
Director Director the LPD (%)
Direct Indirect

Dufu Technology Independent 23 May 2016 - - - Investment holding,


Corp. Berhad Non-Executive while its subsidiaries are
Director involved in
manufacturing and
engineering of precision
machining parts and
components as well as
other related services

PCCS Group Berhad Independent 2 November 2020 - -(2) - Investment holding and
Non-Executive provision of
Director management services
while its subsidiaries are
involved in textile
industry, healthcare
industry, financing and
general insurance
services

Past involvement

NCT Alliance Berhad Independent 22 December 2017 11 September 2019 - - Investment holding
(formerly known as Non-Executive while its subsidiaries are
Grand-Flo Berhad) Director involved in construction
industry

Notes:

(1) Deemed interested by virtue of her father's shareholdings in JWC Consulting Sdn Bhd pursuant to Section 8 of the Act.

(2) Negligible

59
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

The involvement of our Directors in those business activities outside our Group does not give rise to any conflict of interest situation with our business.
The involvement of our Executive Directors in other directorships or businesses does not preclude them from allocating or committing their time and
effort to our Group as they are not involved in the management and day-to-day operations of these businesses, other than attending meetings of the
board of directors on which they serve. As such, our Executive Directors are of the view that although they are involved in other businesses as set out
above, they are able to devote sufficient time and attention to the affairs of our Group to carry out their respective duties.

Further, the involvement of our Independent Non-Executive Directors in other directorships or businesses will not and would not be expected to affect
their commitment and responsibilities to our Group as the Independent Non-Executive Directors' involvement in our Group are to the extent of attending
meetings and discharging their roles and responsibilities as our independent directors.

5.2.5 Directors' remuneration and material benefits-in-kind

The aggregate remuneration and material benefits in-kind paid and proposed to be paid to our Directors for services rendered to our Group in all
capacities for FYE 2022 and proposed FYE 2023 are as follows:

FYE 2022 Director's Salaries(1) Bonuses Allowances Statutory Benefits-in- Total


fees Contributions kind
(EPF, SOCSO
and EIS)

RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000

Datuk Johar Bin Che Mat 40 - -(2) 4 - - 44

Chin Yong Keong - 584 - - 71 17 672

Khong Chee Seong - 243 - - 37 11 291

Kamaruddin Bin Kassim 20 - -(2) 4 - - 24

Datin Soheir Binti 20 - -(2) 4 - - 24


Mohammad Khatib

Joyce Wong Ai May 20 - -(2) 4 - - 24

60
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

(Proposed) FYE 2023 Director's Salaries(1) Bonuses Allowances Statutory Benefits-in- Total
fees Contributions kind
(EPF, SOCSO
and EIS)

RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000

Datuk Johar Bin Che Mat 96 - -(2) 8 - - 104

Chin Yong Keong - 613 - - 75 17 705

Khong Chee Seong - 255 - - 32 11 298

Kamaruddin Bin Kassim 48 - -(2) 8 - - 56

Datin Soheir Binti 48 - -(2) 8 - - 56


Mohammad Khatib

Joyce Wong Ai May 48 - -(2) 8 - - 56

Notes:

(1) Inclusive of the annual wage supplement / contractual bonus of 1 month basic salary.

(2) Excluding bonuses which will be determined at a later date depending on performance of the individuals and our Group.

The remuneration of our Directors, which includes Director's fees, salaries, bonuses and allowances as well as other benefits, must be considered and
recommended by our Nomination and Remuneration Committee and subsequently be approved by our Board, subject to the provisions of our
Constitution. Our Directors' fees must be further approved or endorsed by our shareholders in a general meeting.

61
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

5.3 BOARD PRACTICES

5.3.1 Directorship

The details of the date of expiration of the current term of office for each of the Directors and
the period for which the Directors have served in office are as follows:

Name Designation Date of Date of No. of


appointment expiration of year(s) in
the current office
term in office

Datuk Johar Bin Che Independent Non- 1 August 2022 Subject to Less than 1
Mat Executive Chairman retirement at year
the AGM in
2023(2)

Chin Yong Keong Executive Director / 18 September Subject to 3 years and


Group CEO 2019 retirement at 7 months
the AGM in
2024(1)

Khong Chee Seong Executive Director / 15 July 2020 Subject to 2 years and
Business Unit retirement at 9 months
Director the AGM in
2025(1)

Kamaruddin Bin Independent Non- 1 August 2022 Subject to Less than 1


Kassim Executive Director retirement at year
the AGM in
2023(2)

Datin Soheir Binti Independent Non- 1 August 2022 Subject to Less than 1
Mohammad Khatib Executive Director retirement at year
the AGM in
2023(2)

Joyce Wong Ai May Independent Non- 1 August 2022 Subject to Less than 1
Executive Director retirement at year
the AGM in
2023(2)

Notes:

(1) Retirement by rotation pursuant to Clause 18.4 of our Constitution which provides that
all the Directors shall retire from office, and at the AGM in every subsequent year an
election of Directors shall take place and 1/3 of the Directors for the time being, or, if
their number is not 3, or a multiple of 3, then the number nearest to 1/3 shall retire from
office and be eligible for re-election PROVIDED ALWAYS that all Directors shall retire
from office once at least in each 3 years but shall be eligible for re-election. A retiring
Director shall retain office until the close of the AGM at which he retires.

(2) Retirement pursuant to Clause 18.10 of our Constitution which provides, among others,
that any Director appointed by our Board shall hold office only until the next AGM and
shall then be eligible for re-election.

62
62
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

Save as disclosed in Section 5.7 of this Prospectus which relates to the Service Agreements of
our Executive Directors, none of our Directors has been appointed for a fixed term.

Our Board acknowledges and takes cognisance of the Malaysian Code of Corporate
Governance ("MCCG") which came into effect on 28 April 2021, contains best practices and
guidance for listed companies to improve upon or to enhance their corporate governance as it
forms an integral part of their business operations and culture. The latest recommendations of
the MCCG, which include among others, the Chairman of the board should not be a member
of the Audit Committee, Nomination Committee, or Remuneration Committee. Datuk Johar Bin
Che Mat, our Independent Non-Executive Chairman, is not a member of the Audit Committee,
Nomination Committee or Remuneration Committee. In this regard, our Group is in compliance
with the MCCG as at the LPD.

5.3.2 Audit Committee

Our Audit Committee was established on 4 August 2022 and its members were appointed by
our Board. Our Audit Committee comprises the following members:

Name Designation Directorship

Joyce Wong Ai May Chairman Independent Non-Executive Director

Kamaruddin Bin Kassim Member Independent Non-Executive Director

Datin Soheir Binti Member Independent Non-Executive Director


Mohammad Khatib

The primary function of the Audit Committee is to assist our Board in the discharge of its
responsibilities in relation to accounting and financial reporting practices of our Group.

The Audit Committee undertakes, among others, the following functions:

(i) review the audit scope, nature and plan with the external auditors, including any
changes to the planned audit scope and ensure co-ordination where more than one
firm of auditors is involved and report on the same to our Board;

(ii) review external audit reports to ensure that prompt corrective actions are taken to
address issues (including any deficiencies in the internal control system) highlighted
and report on the same to our Board;

(iii) consider the appointment, objectivity, suitability and independence of the external
auditor, the services and audit fee (to ensure a balance between objectivity and value
for money) and any questions of resignation or dismissal, and the letter of resignation
from the external auditors, if applicable;

(iv) review whether there is a reason, supported by grounds, to believe that the external
auditors are not suitable for reappointment and report the same to our Board;

(v) review the adequacy of the scope, functions, competency, budget and resources of the
internal audit function and whether it has the necessary authority to carry out its work;

(vi) review the internal audit plan, processes and results of the internal audit assessments,
investigation undertaken and where necessary, ensure that appropriate action is taken
by management on the recommendations of the internal audit function;

(vii) approve any appointments or termination of internal auditors and provide the resigning
internal auditors an opportunity to submit his reasons for resigning;

63
63
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

(viii) review the performance of the internal auditors on an annual basis;

(ix) evaluate the effectiveness and independence of the internal audit function;

(x) review the adequacy and effectiveness of internal control systems, including
management information system and the internal auditors' and or external auditors'
assessment of these systems;

(xi) review the quarterly and year-end financial statements of our Company, focusing
particularly on:

(a) any changes in or implementation of major accounting policies changes and


practices;
(b) significant matters highlighted including financial reporting issues, significant
judgments made by management, significant and unusual events and / or
transactions, significant adjustments arising from the audit and how these are
addressed;
(c) the going concern assumption;
(d) integrity of financial statements; and
(e) compliance with accounting standards and other legal requirements.

(xii) oversee our Group's internal control structure to ensure operational effectiveness and
efficiency, reduce risk of inaccurate financial reporting, protect our Company's assets
from misappropriation and encourage legal and regulatory compliance;

(xiii) review any related party transaction and conflict of interests situation that may arise
within our Company or Group including any transaction, procedure or course of conduct
that raises questions of management integrity and report the same to our Board; and

(xiv) review the Audit Committee's reporting and the statement with regard to the state of
internal controls and risk management of our Group for inclusion in the annual report
and report the same to our Board.

5.3.3 Risk Management Committee

Our Risk Management Committee was established on 4 August 2022 and its members were
appointed by our Board. Our Risk Management Committee comprises the following members:

Name Designation Directorship

Kamaruddin Bin Kassim Chairman Independent Non-Executive Director

Datin Soheir Binti Member Independent Non-Executive Director


Mohammad Khatib

Joyce Wong Ai May Member Independent Non-Executive Director

The Risk Management Committee is established by our Board to assist our Board in identifying,
assessing, managing, monitoring and controlling the risks in areas that are applicable to our
Group to ensure that the risk management process is in place and functioning.

64
64
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

Our Risk Management Committee undertakes, among others, the following functions:

(i) provide oversight, direction and counsel to our Group's risk management process
which includes the following:

(a) review the risk appetite and recommend risk management strategies, policies
and risk tolerance levels for Board's approval;

(b) monitor our Group and Company level risk exposures and management of the
significant financial and non-financial risks identified;

(c) evaluate new risks identified by the management including the likelihood of the
emerging risks happening in the future and consider the need to put in place
the appropriate controls;

(d) review the Group Risk Profile (including risk registers) and ensure that
significant risks that are outside tolerable ranges are being responded with
appropriate actions taken in a timely manner to mitigate the business risks;

(e) review the status of the implementation of management action plans in


mitigating significant risks identified; and

(f) review and recommend our Group's level of risk tolerance and actively identify,
assess and monitor key business risks to safeguard shareholders' investments
and our Group's assets.

(ii) establish and periodically review the Group Risk Management guidelines and policies
and ensure implementation of the objectives outlined in the policies and compliance
thereof;

(iii) evaluate the effectiveness of the risk management structure, processes and support
system to identify, assess, monitor and manage our Group's key risks;

(iv) review all major investment and project business cases in accordance with established
thresholds in the approved Group Limits of Authority, focusing on the following:

(a) evaluate the risks associated with funding options and costs, and investment
returns and making its recommendation to our Board for approval of the
investment or project;

(b) advise our Board on potential risk response strategies that need to be adopted
in relation to a decision to proceed with the investment or project;

(c) monitor the execution / operationalization of investments or projects and


highlighting key risks to our Board as relevant;

(d) review the effectiveness of risk mitigating actions post approval for major
investments and projects based on Group Risk Management assessments,
and reporting the same to our Board; and

(e) review investment proposals considered significant including new lines of


business (defined as businesses outside existing sectors, expansion across
industry value chains within current sectors and new franchises) or new
territories and countries (defined as expansion of existing businesses into new
markets / territories).

65
65
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

(v) provide oversight of sustainability reporting by ensuring the effective identification,


management and reporting of material sustainability matters (i.e risk and opportunities)
affecting the economic, environmental and social aspects of our Group's businesses
towards achievement of sustainability goals across our Group;

(vi) review the effectiveness of the system for monitoring compliance with applicable laws,
regulations, rules, directives and guidelines, and the results of the management's
investigation and follow-up (including disciplinary action) of any instances of non-
compliance; and

(vii) review the Statement on Risk Management and Internal Control and Sustainability
Reporting in our Group's annual report to ensure that relevant information as prescribed
in the Listing Requirements is disclosed. Disclosure in the annual report should include
a discussion on how key risk areas such as finance, operations, regulatory compliance,
reputation, cyber security and sustainability were evaluated and the controls in place
for our Group to mitigate and manage those risks.

5.3.4 Nomination and Remuneration Committee

Our Nomination and Remuneration Committee was established on 4 August 2022 and its
members were appointed by our Board. Our Nomination and Remuneration Committee
comprises the following members:

Name Designation Directorship

Datin Soheir Binti Chairman Independent Non-Executive Director


Mohammad Khatib

Kamaruddin Bin Kassim Member Independent Non-Executive Director

Joyce Wong Ai May Member Independent Non-Executive Director

Our Nomination and Remuneration Committee is set up to recommend candidates to our


Board. The final decision on the appointment of any of the Directors shall be made by our
Board. In addition, our Nomination and Remuneration Committee also provides
recommendations to our Board on the remuneration of the Executive Directors and Key Senior
Management of our Company and our Group in all its forms such that the component parts of
remuneration are structured to link rewards to corporate and individual performance.

Our Nomination and Remuneration Committee undertakes, among others, the following
functions:

(i) establish a policy formalising our Group's approach to boardroom diversity including
diversity in gender, age, culture, skills, knowledge and experience and independence;

(ii) evaluate, review and recommend on an annual basis to our Board the appropriate size,
structure, balance and composition of our Board, required mix of skills, experience and
other qualities, including core competencies to function effectively and efficiently which
non-executive Director shall bring to our Board to ensure that they are in line with our
Company and our Group's requirements and is in compliance with the Listing
Requirements;

66
66
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

(iii) assess the effectiveness of our Board, the committees of our Board and the
contributions of each individual Director, including the independence of independent
non-executive director, as well as the CEO and chief financial officer (where these
positions are not Board members), based on the process and procedures laid out by
our Board; and to provide the necessary feedback to directors in respect of their
performance;

(iv) consider and recommend to the Board the selection criteria for new appointments as
the Directors of Edelteq and the Group;

(v) recommend to our Board, candidates for re-election of Directors by shareholders;

(vi) oversee succession planning for our Board Chairman and Directors;

(vii) determine and recommend to our Board the framework or board policy for the
remuneration structure, in all forms, of the Executive Directors and Key Senior
Management, drawing from outside advice as necessary; The remuneration shall cover
all aspects of remuneration including Directors' fee, salaries, allowances, bonuses,
options and benefit-in-kind;

(viii) determining the remuneration packages of Directors, Key Senior Management and
employee consultants of our Group; and

(ix) training and development for Directors.

5.4 KEY SENIOR MANAGEMENT

5.4.1 Composition of our Key Senior Management

Our Key Senior Management comprises the following:

Name Age Gender Nationality Designation

Chin Yong Keong 53 Male Malaysian Executive Director / Group


CEO

Khong Chee Seong 49 Male Malaysian Executive Director /


Business Unit Director

Chin Yuen Fong 55 Male Malaysian Electronics Manufacturing


Solution Business Unit
Director

Yap Hooi Min 38 Female Malaysian Financial Controller

Lee Kim Loon 50 Male Malaysian Engineering Director

5.4.2 Profiles of Key Senior Management

The profiles of our other Key Senior Management are as follows:

(i) Chin Yong Keong


Promoter, substantial shareholder and Executive Director / Group CEO

Please refer to Section 5.1.2(i) of this Prospectus for this profile.

67
67
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

(ii) Khong Chee Seong


Promoter, substantial shareholder and Executive Director / Business Unit Director

Please refer to Section 5.1.2(ii) of this Prospectus for this profile.

(iii) Chin Yuen Fong


Promoter, substantial shareholder and Electronics Manufacturing Solution Business
Unit Director

Please refer to Section 5.1.2(iii) of this Prospectus for his profile.

(iv) Yap Hooi Min


Financial Controller

Yap Hooi Min, a Malaysian aged 38, is our Financial Controller. She is responsible for
overseeing all aspects of accounting functions of our Group, including financial
reporting, budgeting, taxation and cash flow management.

She obtained her Bachelor of Accounting from Universiti Utara Malaysia in October
2009. She has been a member of the Malaysian Institute of Accountants since 2013.

She started her career with SH Tax Services Sdn Bhd, which carries on business as
tax agents and management consultants, as Tax Assistant in June 2009 and was
subsequently promoted to Tax Semi-Senior in September 2010, where she was
involved in taxation matters such as tax compliance assignments and tax field audit.
She left the company in April 2011.

In April 2011, she joined CHI-LLTC, a chartered accountants firm and a member of
Clarkson Hyde Global, as Audit Assistant. She was promoted to Audit Senior in
January 2013, Audit Supervisor in January 2015, Audit Assistant Manager in January
2016 and Audit Manager in January 2018. During her tenure with the firm, she was
involved in the audit of various private limited companies. She was mainly responsible
for audit planning and resolving audit issues. Subsequently in January 2021, she was
transferred to TNL Partners PLT, a chartered accountants firm and licenced tax agent,
which is also a member of Clarkson Hyde Global, where she assumed the position as
Audit Manager.

In December 2021, she left TNL Partners PLT and joined our Group as Financial
Controller to lead the Finance Department. She brings with her approximately 14 years
of experience in accounting, taxation and finance industry.

(v) Lee Kim Loon


Engineering Director

Lee Kim Loon, a Malaysian aged 50, is our Engineering Director. He is responsible for
overseeing the technical management, business development, strategy and path
finding for the equipment and automation business division.

He obtained his Bachelor of Engineering from the University of Liverpool in July 1997.

He started his career with Audio-Visual Land (Malaysia) Sdn Bhd, a distributor and
dealer in all types of audio visual equipment, in October 1997 as Sales Engineer in the
Project Sales Department where he was involved in sales and project management.
He left the company in December 1997.

Thereafter, he joined Quantum Peripherals Malaysia Sdn Bhd as Engineer, a company


which remanufactures hard disk drives, in January 1998 and was subsequently
promoted to Senior Engineer in November 2001. During his tenure with the company,
he was involved in software and hardware development of servo-writer machine. He
left the company in May 2002.

68
68
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

In June 2002, he joined Intel Microelectronics (M) Sdn Bhd, which principally involved
in assembling and testing of microcontrollers and non-microcontrollers, as Product
Engineer where he was responsible to lead and drive a group of project engineers for
continuous improvement in terms of cost, productivity and yield at the lean factory test
production. He left the company in May 2003.

In May 2003, he joined Agilent Technologies (Malaysia) Sdn Bhd, a company involved
in assembly of electrical components, as Senior Engineer and was subsequently
promoted to Research and Development Operating Manager in June 2004. Pursuant
to a corporate exercise undertaken by the holding company of Agilent Technologies
(Malaysia) Sdn Bhd and Avago Technologies (M) Sdn Bhd, a company which performs
contract manufacturing services and related research and development services of
optoelectronics and semiconductor components / sub-assemblies on behalf of related
companies he was subsequently employed under Avago Technologies (M) Sdn Bhd
and assumed the same position as Research and Development Operating Manager.
He was primarily responsible for industrial automation project management, new
technologies research and people management. During his stint with the company, he
developed and released various encoder products to the market, including the
magnetic encoder solution, a million counts pseudo absolute encoder, a true high
resolution absolute encoder, a 6 discrete channel (6CH) commutating encoder, a sub
10-millimetre miniature encoder solution and many more customisation solution to
satisfy customers' needs.

He left Avago Technologies (M) Sdn Bhd in September 2014 and subsequently joined
Altera Worldwide Services (M) Sdn Bhd, a company which involved in the provision of
shared service to its related companies, as Technical Program Manager where he was
responsible in driving product solution for customer design and adoption, champion the
customer escalation, driving key customer issues to closure and business development.
He left the company in December 2015. In January 2016. he joined Lumileds Malaysia
Sdn Bhd, a company whose principal activities involved manufacturing and sale of light
emitting diodes (LEDs) based lighting products, as Development Engineer where he
led and drive value engineering program and manufacturing process improvement.

He left Lumileds Malaysia Sdn Bhd in September 2018 and joined Mi Equipment
Holdings Berhad (now known as Mi Technovation Berhad), an investment holding
company listed on the Main Market of Bursa Securities while its subsidiaries involved
in, among others, design and manufacturing of WLCSP sorting machines with
inspection and testing capabilities for the semiconductor industry and precision
fabrication parts in October 2018 as Engineering Director where he was primarily
responsible to lead a group of engineers to perform equipment design and
development. He was subsequently transferred to Mi Autobotics Sdn Bhd in March
2019 and assumed the same role until June 2019.

Between July 2019 and May 2020, he ventured into the food and beverage industry
whereby he incorporated Far Glory Enterprise in August 2019.

In May 2020, he joined EVSB as Engineering Director to lead the Engineering


Department. He brings with him approximately 25 years of working experience in the
semiconductor industry.

69
69
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

5.4.3 Key Senior Management's shareholdings

The details of our Key Senior Management and their direct and indirect shareholdings before and after the IPO are as follows:

Name Nationality Designation Before the IPO / After the Acquisitions After the IPO
Direct Indirect Direct Indirect
No. of %(1) No. of %(1) No. of %(2) No. of %(2)
Shares Shares Shares Shares

Chin Yong Keong Malaysian Executive Director / 251,859,172 58.23 - - 234,579,172 44.05 - -
Group CEO

Khong Chee Malaysian Executive Director / 119,867,590 27.71 - - 106,907,590 20.08 - -


Seong Business Unit
Director

Chin Yuen Fong Malaysian Electronics 59,424,103 13.74 - - 46,464,103 8.72 - -


Manufacturing
Solution Business
Unit Director

Yap Hooi Min Malaysian Financial Controller - - - - 200,000 0.04(3) - -

Lee Kim Loon Malaysian Engineering - - - - 800,000 0.15(3) - -


Director

Notes:

(1) Based on our issued share capital of 432,535,630 Shares after the Acquisitions but before our IPO.

(2) Based on our enlarged issued share capital of 532,535,630 Shares after our IPO.

(3) Assuming our Key Senior Management fully subscribed for their respective allocations under the Pink Form Allocation.

70
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

5.4.4 Involvement of Key Senior Management in other businesses or corporations

Save as disclosed below, none of our Key Senior Management has any directorship principal business activities performed outside our Group for the
past 5 years up to the LPD:

(i) Lee Kim Loon

Company Position held Date appointed as Date resigned as Equity Interest as at Principal Activities
Director Director the LPD (%)
Direct Indirect

Present involvement

Ultimate Soya Restaurant Partnership - - - - Restaurant, food and beverage

Past involvement

- - - - - - -

The involvement of our Key Senior Management in the business activities outside our Group as stated above:

(i) does not give rise to any conflict of interest situation with our business; and

(ii) does not preclude them from allocating or committing their time and effort to our Group as they are not involved in the management and day-
to-day operations of these businesses. Such businesses do not require their involvement on a daily basis as these businesses are managed
by their respective management.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

71
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

5.4.5 Key Senior Management's remuneration and material benefits-in-kind

The aggregate remuneration and material benefits-in-kind paid and proposed to be paid to our
Key Senior Management for services rendered to our Group in all capacities for the FYE 2022
and proposed FYE 2023 are as follows:

Key Senior Management Remuneration Band


FYE 2022 Proposed for
FYE 2023

RM'000 RM'000(1)
Chin Yong Keong 600 – 650 600 – 650

Khong Chee Seong 250 – 300 250 – 300

Chin Yuen Fong 250 – 300 250 – 300

Yap Hooi Min 100 – 150 100 – 150

Lee Kim Loon 150 – 200 200 - 250

Note:

(1) Inclusive of the annual wage supplement / contractual bonus of 1 month basic salary.
Performance bonuses are not included as it will be determined later depending on the
performance of the individuals and our Group, subject to the recommendation of the
Nomination and Remuneration Committee and approval by our Board.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

72
72
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (CONT’D)

5.4.6 Management reporting structure

The management reporting structure of our Group is as follows:

Board of Directors

Chin Yong Keong


(Executive Director / Group
CEO)

Sales & Services Operation Finance Engineering


Department Department Department Department

Khong Chee Seong Chin Yuen Fong Yap Hooi Min Lee Kim Loon
(Executive Director / (Electronics (Financial (Engineering
Business Unit Manufacturing Controller) Director)
Director) Solution Business
Unit Director)

73
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

5.5 DECLARATIONS FROM OUR PROMOTERS, DIRECTORS AND KEY SENIOR


MANAGEMENT

None of our Promoters, Directors and Key Senior Management is or was involved in any of the
following events, whether within or outside Malaysia:

(i) in the last 10 years, a petition under any bankruptcy or insolvency laws was filed (and
not struck out) against such person or any partnership in which he / she was a partner
or any corporation of which he / she was a director or member of key senior
management;

(ii) disqualified from acting as a director of any corporation, or from taking part directly or
indirectly in the management of any corporation;

(iii) in the last 10 years, such person was charged or convicted in a criminal proceeding or
is a named subject of a pending criminal proceeding. If convicted, the date must be
calculated from the date of conviction or if sentenced to imprisonment, from the date of
release from prison;

(iv) in the last 10 years, any judgment was entered against such person, or finding of fault,
misrepresentation, dishonesty, incompetence or malpractice on his part, involving a
breach of any law or regulatory requirement that relates to the capital market;

(v) in the last 10 years, such person was the subject of any civil proceeding, involving an
allegation of fraud, misrepresentation, dishonesty, incompetence or malpractice on his/
her part that relates to the capital market;

(vi) the subject of any order, judgment or ruling of any court, government or regulatory
authority or body, temporarily enjoining him / her from engaging in any type of business
practice or activity;

(vii) in the last 10 years, such person has been reprimanded or issued any warning by any
regulatory authority, securities or derivatives exchange, professional body or
government agency; and

(viii) any unsatisfied judgment against any of them.

5.6 FAMILY RELATIONSHIPS AND ASSOCIATIONS

Save as disclosed below, there is no family relationship and / or association between any of
our Promoters, substantial shareholders, Directors and / or Key Senior Management as at the
LPD:

Name Designation Relationship

Chin Yong Keong Executive Director / Brother of Chin Yuen Fong


Group CEO

Chin Yuen Fong Electronics Brother of Chin Yong Keong


Manufacturing
Solution Business
Unit Director

74
74
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

5.7 SERVICE AGREEMENTS

As at the LPD, save as disclosed below, none of our Directors and / or Key Senior Management
has any existing or proposed service agreement with our Group:

(i) Service Agreement dated 17 December 2021 entered into between Chin Yong Keong
and Edelteq, for the appointment of Chin Yong Keong as our Group CEO for 10 years
commencing from 1 January 2022 at a monthly salary of RM44,900.00. Either party
shall have the option to extend this service agreement for a further period of 3 years
thereafter on the terms and conditions to be mutually agreed upon.

(ii) Service Agreement dated 17 December 2021 entered into between Khong Chee Seong
and ETSB, for the appointment of Khong Chee Seong as the Executive Director cum
Business Unit Director for 10 years commencing from 1 January 2022 at a monthly
salary of RM18,670.00. Either party shall have the option to extend this service
agreement for a further period of 2 years thereafter on the terms and conditions to be
mutually agreed upon.

(iii) Service Agreement dated 17 December 2021 entered into between Chin Yuen Fong
and ETSB, for the appointment of Chin Yuen Fong as the Electronics Manufacturing
Solution Business Unit Director for 10 years commencing from 1 January 2022 at a
monthly salary of RM18,670.00. Either party shall have the option to extend this service
agreement for a further period of 2 years thereafter on the terms and conditions to be
mutually agreed upon.

The salient terms of the abovementioned Service Agreements, which are subject to the review
of our Nomination and Remuneration Committee, are as follows:

(a) either the employees or our Group can terminate the Service Agreements by giving the
other party notice or payment in lieu of such notice. Following the terms of our
Employees Handbook, the notice period for our confirmed employees of less than 3
years is 60 days while confirmed employees of more than 3 years of service is 90 days;

(b) in the event the Service Agreements are terminated by either party prior to the expiry
of the contract period, payment of a liquidated sum equivalent to the salary of the
employees for a period of 5 years contract shall be made as liquidated damages by the
party responsible for such early termination to the other party; and

(c) the remuneration of the employees shall be subject to periodic review by our Board.
Our Board shall recommend any adjustment and / or increment that is deemed to be
suitable for shareholders' approval.

5.8 MANAGEMENT SUCCESSION PLAN

Our Board believes that the success of our Group depends on the abilities to retain our Key
Senior Management. We have implemented a management succession plan, where we have
put in place a process to groom new management staff to gradually assume the responsibilities
of senior management. Our Group's strategy for management continuity is driven by our top
management who is responsible for identifying key competencies and requirements of
candidates. If the need arises, we will recruit qualified personnel with knowledge and expertise
of our business to enhance our operations.

Our Group's management succession plan consists of, among others, the following:

(i) recruitment and selection – identifying key competencies and requirements for
managerial and key senior positions for succession planning, and identifying potential
successor's readiness to facilitate skills transfer so as to ensure smooth running and
continuity of our Group's operations;

75
75
Registration
Registration No.
No. 201901033362
201901033362 (1342692-X)
(1342692-X)

5. INFORMATION ON PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND


KEY SENIOR MANAGEMENT (CONT’D)

(ii) competitive remuneration and employee benefits – our Group provides competitive
remuneration and employee benefits to our employees in our effort to retain our
employees;

(iii) structured career planning and development – our senior management trains the lower
and middle management employees to gradually assume more responsibilities; and

(iv) continuous training and education – our middle management actively participates in
discussions and decision-making in the operation of our Group. Such active
participation will ensure a better understanding of our Group's operations and enable
the personnel to equip themselves with the necessary knowledge and skills to succeed
in senior management roles.

Additionally, our Key Senior Management has clearly defined leadership roles and
responsibilities within the departments of our Group respectively, which is supported by the
lower and middle management staff.

Our Group's management support plan for our Executive Directors consists of, among others,
the following:

(i) clearly defined the roles and responsibilities of our Key Senior Management to facilitate
monitoring of daily operations of our Group;

(ii) hierarchical organisation structure that sets out the reporting relationships, level of
authority and responsibilities of each department to facilitate efficient reporting flow of
information from upwards, downwards and across different departments;

(iii) second delegate or deputies to managerial personnel; and

(iv) Key Senior Management are responsible to oversee its respective functions and report
directly to our Executive Directors.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

76
76
Registration No. 201901033362
201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP

6.1 INFORMATION ON OUR GROUP

6.1.1 Our Company

We were incorporated in Malaysia under the Act on 18 September 2019 as a private limited
company under the name of Edelteq Holdings Sdn Bhd. On 20 September 2022, our Company
was converted into a public limited company for the purpose of the Listing.

Our Company is an investment holding company. Through our subsidiaries, we are principally
involved in the provision of engineering support for IC assembly and test processes in the
semiconductor industry. Our Company operates in the semiconductor industry where our
products and services primarily support the IC assembly and test process conducted by our
customers in the semiconductor industry. Our customers comprise primarily IDMs and OSATs.
IDMs are semiconductor companies that are involved in the design, fabrication, assembly and
testing of ICs, while OSATs are semiconductor companies that are involved in the assembly
and testing of ICs.

Further details on our Group's history and business activities are set out in Sections 7.1 and
7.2 of this Prospectus.

6.1.2 Share capital and changes in share capital

As at the LPD, our issued share capital is RM15,138,747 comprising 432,535,630 Shares.

Details of the changes in our issued share capital since incorporation are as follows:

Date of No. of Nature of Consideration Cumulative issued share


allotment Shares transaction capital
allotted No. of RM
Shares

18 1,000 Subscribers' Cash 1,000 1,000


September Shares
2019

31 199,000 Allotment of Cash 200,000 200,000


December Shares
2019

31 820,000 Allotment of Otherwise 1,020,000 1,020,000


December Shares than cash
2021 pursuant to
the
Capitalisation

28 July N/A Share Split N/A 29,142,857 1,020,000


2022

30 March 403,392,773 Allotment of Otherwise 432,535,630 15,138,747


2023 Shares than cash
pursuant to
the
Acquisitions

77
77
Registration No. 201901033362
201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

There were no discounts, special terms or instalment payment terms given in consideration of
the above allotment. As at the LPD, we do not have any outstanding warrants, options,
convertible securities and uncalled capital.

Upon completion of our Listing, our issued share capital will increase to RM39,138,747
comprising 532,535,630 Shares.

6.1.3 Pre-IPO Restructuring Exercise

In preparation for our Listing, we have undertaken the Pre-IPO Restructuring Exercise as
detailed below:

(i) Capitalisation

As at 31 December 2021, Chin Yong Keong and Khong Chee Seong have advanced
a total amount of RM820,647 to Edelteq. For clarification purpose, the purpose of an
advance of RM820,647 provided by Chin Yong Keong and Khong Chee Seong was for
the acquisition of Batu Kawan Land and working capital of our Group of which the 2
Promoters had decided to accept the repayment in Shares instead of cash. Accordingly,
on 31 December 2021, an amount of RM820,000 was capitalised via the issuance of
820,000 new Shares at an issue price of RM1.00 per Share and the remaining balance
of RM647 was fully satisfied by cash as set out below:

Existing Advances Amount to be No. of new Shares


shareholders capitalised issued
RM RM
Chin Yong Keong 740,021 740,000 740,000

Khong Chee Seong 80,626 80,000 80,000

The Capitalisation was completed on 31 December 2021 and the issued share capital
of Edelteq had increased from RM200,000 comprising 200,000 Shares to RM1,020,000
comprising 1,020,000 Shares. The shareholding structure of Edelteq before and after
the Capitalisation is as set out below:

Existing Before the Capitalisation After the Capitalisation


shareholders No. of Shares % No. of Shares %

Chin Yong 170,600 85.30 910,600 89.27


Keong

Khong Chee 29,400 14.70 109,400 10.73


Seong

Total 200,000 100.00 1,020,000 100.00

78
78
Registration No. 201901033362
201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

(ii) Share Split

Upon completion of the Capitalisation, Edelteq had undertaken a subdivision of every


existing 35 Share into 1,000 Shares.

Upon the completion of the Share Split on 28 July 2022, the resultant issued share
capital of Edelteq is RM1,020,000 comprising 29,142,857 Shares where the
shareholding structure of Edelteq before and after the Share Split is as set out below:

Existing Before the Share Split / After After the Share Split
shareholders Capitalisation
No. of Shares % No. of Shares %

Chin Yong 910,600 89.27 26,017,143 89.27


Keong

Khong Chee 109,400 10.73 3,125,714 10.73


Seong

Total 1,020,000 100.00 29,142,857 100.00

(iii) Acquisitions

(a) Acquisition of ETSB

On 1 August 2022, Edelteq had entered into a conditional share sale


agreement to acquire the entire issued share capital of ETSB comprising
200,000 ordinary shares for a purchase consideration of RM7,570,172 from
Chin Yong Keong and Khong Chee Seong. The purchase consideration was
fully satisfied by issuance of 216,290,629 new Shares at an issue price of
RM0.035 per Share as set out below:

Vendors No. of ordinary Shareholdings Purchase No. of new


shares in held in ETSB consideration Shares
ETSB acquired issued
% RM
Chin Yong 140,000 70.00 5,299,120 151,403,440
Keong

Khong Chee 60,000 30.00 2,271,052 64,887,189


Seong

Total 200,000 100.00 7,570,172 216,290,629

The purchase consideration of RM7,570,172 was arrived at on a willing buyer-


willing seller basis and after taking into account the audited NA of ETSB as at
31 December 2021 of RM7,570,172.

The conditional share sale agreement was completed on 24 March 2022 and
the new Shares were allotted and issued on 30 March 2023. As such, ETSB
became a wholly-owned subsidiary of our Group.

79
79
Registration No. 201901033362
201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

(b) Acquisition of EVSB

On 1 August 2022, Edelteq had entered into a conditional share sale


agreement to acquire the remaining 49.00% of the entire issued share capital
of EVSB comprising 200,000 ordinary shares for a purchase consideration of
RM197,906 from Chin Yong Keong, Khong Chee Seong and Tan Joo Hung.
The purchase consideration was fully satisfied by issuance of 5,654,457 new
Shares at an issue price of RM0.035 per Share as set out below:

Vendors No. of ordinary Shareholdings Purchase No. of new


shares in held in EVSB consideration Shares
EVSB acquired issued
% RM
Chin Yong 51,800 25.90 104,607 2,988,785
Keong

Khong Chee 22,200 11.10 44,832 1,280,907


Seong

Tan Joo 24,000 12.00 48,467 1,384,765


Hung

Total 98,000 49.00 197,906 5,654,457

The purchase consideration of RM197,906 was arrived at on a willing buyer-


willing seller basis and after taking into account 49.00% of the audited NA of
EVSB as at 31 December 2021 of RM403,890.

The conditional share sale agreement was completed on 24 March 2023 and
the new Shares were allotted and issued on 30 March 2023. As such, EVSB
became a wholly-owned subsidiary of our Group.

(c) Acquisition of CESB

On 1 August 2022, Edelteq had entered into a conditional share sale


agreement to acquire the entire issued share capital of CESB comprising
100,000 ordinary shares for a purchase consideration of RM919,173 from
ETSB and Chin Yuen Fong. The purchase consideration was fully satisfied by
issuance of 26,262,086 new Shares at an issue price of RM0.035 per Share
as set out below:

Vendors No. of ordinary Shareholdings Purchase No. of new


shares in held in CESB consideration Shares
CESB acquired issued
% RM
ETSB 51,000 51.00 468,778 13,393,664(1)

Chin Yuen 49,000 49.00 450,395 12,868,422


Fong

Total 100,000 100.00 919,173 26,262,086

The purchase consideration of RM919,173 was arrived at on a willing buyer-


willing seller basis and after taking into account the audited NA of CESB as at
31 December 2021 of RM919,173.

80
80
Registration No. 201901033362
201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

The conditional share sale agreement was completed on 24 March 2023 and
the new Shares were allotted and issued on 30 March 2023. As such, CESB
became a wholly-owned subsidiary of our Group.

Note:

(1) The Consideration Shares for ETSB amounting to 13,393,664 Shares,


are issued and allotted directly to its shareholders based on the
proportion of the shareholdings of Chin Yong Keong and Khong Chee
Seong, of 70.00% and 30.00% in ETSB respectively, in the following
manner:

Name Purchase Price No. of Consideration


Shares
RM
Chin Yong Keong 328,145 9,375,565

Khong Chee 140,633 4,018,099


Seong

Total 468,778 13,393,664

(d) Acquisition of ETMSB

On 1 August 2022, Edelteq had entered into a conditional share sale


agreement to acquire the entire issued share capital of ETMSB comprising
1,000,000 ordinary shares for a purchase consideration of RM4,982,459 from
Chin Yong Keong, Khong Chee Seong and Chin Yuen Fong. The purchase
consideration was fully satisfied by issuance of 142,355,972 new Shares at an
issue price of RM0.035 per Share as set out below:

Vendors No. of ordinary Shareholdings Purchase No. of new


shares in held in ETMSB consideration Shares
ETMSB issued
acquired

% RM
Chin Yong 400,000 40.00 1,992,984 56,942,388
Keong

Khong Chee 300,000 30.00 1,494,737 42,706,792


Seong

Chin Yuen 300,000 30.00 1,494,738 42,706,792


Fong

Total 1,000,000 100.00 4,982,459 142,355,972

The purchase consideration of RM4,982,459 was arrived at on a willing buyer-


willing seller basis and after taking into account the audited NA of ETMSB as
at 31 December 2021 of RM4,982,459.

The conditional share sale agreement was completed on 24 March 2023 and
the new Shares were allotted and issued on 30 March 2023. As such, ETMSB
became a wholly-owned subsidiary of our Group.

81
81
Registration No. 201901033362
201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

(e) Acquisition of DTSB

On 1 August 2022, Edelteq had entered into a conditional share sale


agreement to acquire the entire issued share capital of DTSB comprising
100,000 ordinary shares for a purchase consideration of RM449,037 from Chin
Yong Keong, Khong Chee Seong and Chin Yuen Fong. The purchase
consideration was fully satisfied by issuance of 12,829,629 new Shares at an
issue price of RM0.035 per Share as set out below:

Vendors No. of ordinary Shareholdings Purchase No. of new


shares in held in DTSB consideration Shares
DTSB acquired issued
% RM
Chin Yong 40,000 40.00 179,615 5,131,851
Keong

Khong Chee 30,000 30.00 134,711 3,848,889


Seong

Chin Yuen 30,000 30.00 134,711 3,848,889


Fong

Total 100,000 100.00 449,037 12,829,629

The purchase consideration of RM449,037 was arrived at on a willing buyer-


willing seller basis and after taking into account the audited NA of DTSB as at
31 December 2021 of RM449,037.

The conditional share sale agreement was completed on 24 March 2023 and
the new Shares were allotted and issued on 30 March 2023. As such, DTSB
became a wholly-owned subsidiary of our Group.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

82
82
Registration No. 201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

6.1.4 Group structure

Our shareholders and Group structure before and after the Acquisitions and IPO is illustrated below:

Before the Acquisitions and IPO

Shareholding structure of EVSB Shareholding structure of ETSB & CESB

Chin Yong Keong Khong Chee Seong Chin Yong Keong Khong Chee Seong

89.27% 10.73% 70.00% 30.00%

Edelteq Tan Joo Hung ETSB Chin Yuen Fong

25.90% 51.00% 11.10% 12.00% 51.00% 49.00%

EVSB CESB

Shareholding structure of DTSB Shareholding structure of ETMSB

Chin Yong Keong Khong Chee Seong Chin Yuen Fong Chin Yong Keong Khong Chee Seong Chin Yuen Fong

40.00% 30.00% 30.00% 40.00% 30.00% 30.00%

DTSB ETMSB

83
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

After the Acquisitions and before the IPO

Chin Yong Keong Khong Chee Seong Chin Yuen Fong Tan Joo Hung

58.23% 27.71% 13.74% 0.32%

Edelteq

100.00% 100.00% 100.00% 100.00% 100.00%

ETSB EVSB CESB ETMSB DTSB

After the Acquisitions and the IPO

Chin Yong Keong Khong Chee Seong Chin Yuen Fong Tan Joo Hung Malaysian public and Eligible Persons#
selected investors

44.05% 20.08% 8.72% 0.26% 25.01% 1.88%

Edelteq

100.00% 100.00% 100.00% 100.00% 100.00%

ETSB EVSB CESB ETMSB DTSB

Note:

# Assuming full subscription of Pink Form Allocations by Eligible Persons.

84
Registration No. 201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

6.2 INFORMATION ON OUR SUBSIDIARIES

The details of our Subsidiaries as at the LPD are set out below:

Name Date and Principal Issued Effective Principal


place of place of share equity activities
incorporation business capital interest
RM %
ETSB 27 March Malaysia 200,000 100.00 Design and
(Registration 2019 assembly of IC
No. (Malaysia) burn-in boards,
201901010509 supply and
(1319837-U)) refurbishment of IC
assembly and test
consumables

EVSB 11 April 2019 Malaysia 200,000 100.00 Design,


(Registration (Malaysia) development and
No. assembly of ATE
201901012483 and factory
(1321811-T)) automation

CESB 28 February Malaysia 100,000 100.00 Trading of


(Registration 2006 operating supplies,
No. (Malaysia) spare parts and
200601005398 tools for IC
(725147-T)) assembly and
testing

ETMSB 24 June 2004 Malaysia 1,000,000 100.00 Supply of PCB and


(Registration (Malaysia) value-add services
No.
200401018737
(657240-T))

DTSB 17 April 2019 Malaysia 100,000 100.00 Trading of


(Registration (Malaysia) operating supplies,
No. spare parts and
201901013390 tools for IC
(1322718-W)) assembly and
testing

As at the LPD, we do not have any associate company or joint venture.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

85
85
Registration No. 201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

6.2.1 ETSB

(i) Background and history

ETSB was incorporated in Malaysia on 27 March 2019 as a private company limited by


shares and is registered under the Act under its present name.

It is principally involved in design and assembly of IC burn-in boards, supply and


refurbishment of IC assembly and test consumables.

(ii) Share capital

As at the LPD, the issued share capital of ETSB is RM200,000 comprising 200,000
ordinary shares.

Save as disclosed below, there are no changes in the issued share capital of ETSB
since incorporation up to the LPD:

Date of No. of Consideration Cumulative issued share capital


allotment Shares No. of shares RM
allotted

27 March 1,000 Cash 1,000 1,000


2019 (subscribers'
shares)

10 July 99,000 Cash 100,000 100,000


2019

26 100,000 Cash 200,000 200,000


November
2021

There were no discounts, special terms or installment payment terms given in


consideration of the above allotment.

As at the LPD, ETSB does not have any outstanding warrants, options, convertible
securities and uncalled capital.

(iii) Substantial shareholder and directors

As at the LPD, ETSB is our wholly-owned subsidiary.

As at the LPD, the directors of ETSB are Chin Yong Keong and Khong Chee Seong.

(iv) Subsidiary, associate company and joint venture

As at the LPD, ETSB does not have any subsidiary, associate company or joint venture.

86
86
Registration No. 201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

6.2.2 EVSB

(i) Background and history

EVSB was incorporated in Malaysia on 11 April 2019 as a private company limited by


shares and is registered under the Act under its present name.

It is principally involved in design, development and assembly of ATE and factory


automation.

(ii) Share capital

As at the LPD, the issued share capital of EVSB is RM200,000 comprising 200,000
ordinary shares.

Save as disclosed below, there are no changes in the issued share capital of EVSB
since incorporation up to the LPD:

Date of No. of Consideration Cumulative issued share capital


allotment Shares No. of shares RM
allotted

11 April 1,000 Cash 1,000 1,000


2019 (subscriber's
shares)

31 199,000 Cash 200,000 200,000


December
2019

There were no discounts, special terms or installment payment terms given in


consideration of the above allotment.

As at the LPD, EVSB does not have any outstanding warrants, options, convertible
securities and uncalled capital.

(iii) Substantial shareholder and directors

As at the LPD, EVSB is our wholly-owned subsidiary.

As at the LPD, directors of EVSB are Chin Yong Keong and Khong Chee Seong.

(iv) Subsidiary, associate company and joint venture

As at the LPD, EVSB does not have any subsidiary, associate company or joint venture.

6.2.3 CESB

(i) Background and history

CESB was incorporated in Malaysia on 28 February 2006 as a private company limited


by shares and is registered under the Companies Act 1956 under its present name.

It is principally involved in trading of general operating supplies such as gloves, syringe


pistons and barrels, rotary cutters, containers, solder wires as well as, spare parts and
tools (e.g. petri dish, aluminium tape, belleville washer) for IC assembly and testing
consumables.

87
87
Registration No. 201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

(ii) Share capital

As at the LPD, the issued share capital of CESB is RM100,000 comprising 100,000
ordinary shares.

Save as disclosed below, there has been no changes in the issued share capital of
CESB for the Financial Years Under Review up to the LPD:

Date of No. of Consideration Cumulative issued share capital


allotment Shares No. of shares RM
allotted

26 50,000 Cash 100,000 100,000


November
2021

There were no discounts, special terms or installment payment terms given in


consideration of the above allotment.

As at the LPD, CESB does not have any outstanding warrants, options, convertible
securities and uncalled capital.

(iii) Substantial shareholder and directors

As at the LPD, CESB is our wholly-owned subsidiary.

As at the LPD, the director of CESB is Chin Yuen Fong.

(iv) Subsidiary, associate company and joint venture

As at the LPD, CESB does not have any subsidiary, associate company or joint
venture.

6.2.4 ETMSB

(i) Background and history

ETMSB was incorporated in Malaysia on 24 June 2004 as a private company limited


by shares and is registered under the Companies Act 1965 under the name of Dysteq
Technology (M) Sdn Bhd. On 8 October 2019, it had changed its name to its present
name.

It is principally involved in supply of PCB and value-add services (e.g. refurbishment of


gold finger).

(ii) Share capital

As at the LPD, the issued share capital of ETMSB is RM1,000,000 comprising


1,000,000 ordinary shares. There has been no change in the issued share capital of
ETMSB for the Financial Years Under Review up to the LPD.

There were no discounts, special terms or installment payment terms given in


consideration of the above allotment.

As at the LPD, ETMSB does not have any outstanding warrants, options, convertible
securities and uncalled capital.

88
88
Registration No. 201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

(iii) Substantial shareholder and directors

As at the LPD, ETMSB is our wholly-owned subsidiary.

As at the LPD, the directors of ETMSB are Chin Yong Keong, Khong Chee Seong and
Chin Yuen Fong.

(iv) Subsidiary, associate company and joint venture

As at the LPD, ETMSB does not have any subsidiary, associate company or joint
venture.

6.2.5 DTSB

(i) Background and history

DTSB was incorporated in Malaysia on 17 April 2019 as a private company limited by


shares and is registered under the Act under its present name.

It is principally involved in trading of technical operating supplies such as wafer ring,


ESD PET film and stainless-steel pallet as well as, spare parts and tools for IC
assembly (e.g. polyester wiper, cleaning surfactant) and testing consumables.

(ii) Share capital

As at the LPD, the issued share capital of DTSB is RM100,000 comprising 100,000
ordinary shares.

Save as disclosed below, there are no changes in the issued share capital of DTSB
since incorporation up to the LPD:

Date of No. of Consideration Cumulative issued share capital


allotment Shares No. of shares RM
allotted

17 April 1,000 Cash 1,000 1,000


2019 (subscriber's
shares)
9 December 99,000 Cash 100,000 100,000
2021

There were no discounts, special terms or installment payment terms given in


consideration of the above allotment.

As at the LPD, DTSB does not have any outstanding warrants, options, convertible
securities and uncalled capital.

(iii) Substantial shareholder and directors

As at the LPD, DTSB is our wholly-owned subsidiary.

As at the LPD, the director of DTSB is Khong Chee Seong.

(iv) Subsidiary, associate company and joint venture

As at the LPD, DTSB does not have any subsidiary, associate company or joint venture.

89
89
Registration No. 201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

6.3 LOCATION OF OPERATIONS

As at the LPD, our Group operates from the following locations:

Company Main functions / Location


owned or rented

Edelteq Head office / No. 20, 1st Floor, Lorong Impian Ria 4
rented from ETMSB Taman Impian Ria
14000 Bukit Mertajam
Pulau Pinang

ETSB Office / No. 22, Lorong Impian Ria 4


rented from ETMSB Taman Impian Ria
14000 Bukit Mertajam
Pulau Pinang

Manufacturing site / No. 11, Lorong Asasjaya 19


rented from Meganes Kawasan Industri Ringan Asasjaya
Technology Sdn Bhd 14000 Bukit Mertajam
Pulau Pinang

EVSB Office and manufacturing No. 9, Lorong Asasjaya 19


site / Kawasan Industri Ringan Asasjaya
Rented from Meganes 14000 Bukit Mertajam
Technology Sdn Bhd Pulau Pinang

CESB Office / No. 18, Ground Floor, Lorong Impian Ria 4


rented from ETMSB Taman Impian Ria
14000 Bukit Mertajam
Pulau Pinang

ETMSB Office / No. 20, Ground Floor, Lorong Impian Ria 4


owned by ETMSB Taman Impian Ria
14000 Bukit Mertajam
Pulau Pinang

DTSB Office / No. 18, 1st Floor, Lorong Impian Ria 4


rented from ETMSB Taman Impian Ria
14000 Bukit Mertajam
Pulau Pinang

Please refer to Section 7.19 of this Prospectus for further information of our Group's material
lands and buildings.

90
90
Registration No. 201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

6.4 CAPITAL EXPENDITURE AND DIVESTITURES

(i) Capital expenditure

Our capital expenditure for the Financial Years Under Review and up to the LPD are
summarised as follows:

Capital Audited Unaudited


Expenditure FYE 2019 FYE 2020 FYE 2021 FYE 2022 1 January
2023 up to
the LPD
RM'000 RM'000 RM'000 RM'000 RM'000
Leasehold land(a) - - 3,388 117 -

Plant and 11 - 33 23 5
machinery

Motor vehicles 232 348 - - -

Capital work-in- - - - 184 1,221


progress(b)

Others(c) 53 96 59 178 41

Total 296 444 3,480 502 1,267

Notes:

(a) Acquisition of the Batu Kawan Land from PDC, comprising the purchase
consideration of RM3.31 million and capitalised expenses (i.e. stamp duty as
well as professional fees for land valuation and soil investigation) of RM0.19
million.

(b) Relates to capital expenditure of the following:

 New server room in our head office (RM0.08 million) and construction
of the Proposed Batu Kawan Factory (RM0.10 million), comprised of
1st progress billing for design package for FYE 2022.

 The purchase of 1 unit of CNC grinding machine that is still undergoing


the internal buyoff procedure (i.e. a series of inspections, test runs and
witnessing, performed by our Company to ensure the machine
delivered meets our specifications and order requirements, subject to
our final acceptance test) (RM0.06 million) and the construction of the
Proposed Batu Kawan Factory (RM1.16 million), comprised of 2nd
progress billing for design package, passenger lift, stamping fee and
1st progress billing for construction package, from 1 January 2023 up
to the LPD.

(c) Relates to capital expenditure of furniture, fittings and office equipment as well
as electrical installation and renovation.

Our capital expenditure were mainly driven by our business expansion. The above
material capital expenditures were financed by a combination of bank borrowings and
internally generated funds.

(ii) Capital divestitures

We do not have any material capital divestitures for the Financial Years Under Review
and up to the LPD.

91
91
Registration No. 201901033362 (1342692-X)

6. INFORMATION ON OUR GROUP (CONT’D)

6.5 PUBLIC TAKE-OVERS

During the last financial year and up to the LPD, there were no:

(i) public take-over offers by third parties in respect of our Shares; and

(ii) public take-over offers by our Group in respect of other companies' shares.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

92
92
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW

7.1 BACKGROUND AND HISTORY


Our Company was incorporated in Malaysia under the Act on 18 September 2019 as a private
limited company under the name of Edelteq Holdings Sdn Bhd. On 20 September 2022, our
Company was converted into a public limited company for the purpose of the Listing.
Our Company is currently an investment holding company and through our Subsidiaries, we
are principally involved in the provision of engineering support for IC assembly and test
processes in the semiconductor industry. Our business is segmented into the following core
principal activities:
(i) design and assembly of IC burn-in boards and supply of PCBs;
(ii) supply and refurbishment of IC assembly and test consumables;
(iii) design, development and assembly of ATE and factory automation; and
(iv) trading of operating supplies, spare parts and tools for IC assembly and testing
Please refer to Section 7.2 and Section 7.5 of this Prospectus for further details on our business
activities and their respective revenue contributions to our Group.
Our Group's history can be traced back to the incorporation of Dysteq Technology (M) Sdn Bhd
(which changed its name to ETMSB on 8 October 2019) on 24 June 2004 by our Promoter,
Executive Director and Business Unit Director, Khong Chee Seong and another shareholder,
Chua Swee Phin (who disposed his shareholdings in 2005). Dysteq Technology (M) Sdn Bhd
was initially involved in the design and manufacturing of PCBs for IDMs and OSATs.
Following its incorporation, ETMSB had experienced changes in its shareholding structure
throughout the years from 2004 up to 2022. During this period, the close relatives of the
Promoters as well as acquaintances (i.e. friends / business associates) of the Promoters had
joined and left ETMSB for the following reasons:
(i) The main reason for the past shareholders (acquaintances of the Promoters) to acquire
the shares was to venture into business / work together with the Promoters to
undertake the business of ETMSB. However, they had subsequently decided to
dispose the shares due to different views on the business direction of ETMSB. Some
of them decided to pursue employment with established companies which provided a
more stable source of income given that the business of ETMSB was at its infancy
stage;
(ii) The main reasons for the past shareholders (close relatives of the Promoters except
spouses) to acquire the shares was to provide financial support to the Promoters for
ETMSB. However, they had subsequently decided to dispose the shares to recover
their initial investment and did not want to be involved in the business of ETMSB; and
(iii) The acquisition and disposal of shares between the Promoters and their respective
spouses were transacted by way of transfer at nil consideration. The respective
spouses decided to dispose all their shareholdings to consolidate with their husband's
shareholding in our Group in preparation for the Proposed Listing.
For further details, on the changes in shareholdings of ETMSB and our Group please refer to
the tabulation in Section 7.1.1 of this Prospectus.
Expansion of design and assembly of IC burn-in boards and supply of PCB segment
In 2005, Chua Swee Phin decided to pursue his personal interest. Khong Chee Seong invited
our Promoter and Electronics Manufacturing Solution Business Unit Director, Chin Yuen Fong,
who has the experience and technical knowledge in the operations of PCB manufacturing, to
join Dysteq Technology (M) Sdn Bhd as Operations Manager, to oversee the business
operations of the company. Thereafter, Chua Swee Phin sold his entire 10.00% interest in
Dysteq Technology (M) Sdn Bhd to Chin Yuen Fong's spouse, Khay Lee Mooi. For clarification
purpose, Khay Lee Mooi was a non-executive director of Dysteq Technology (M) Sdn Bhd. The
shares were sold to Khay Lee Mooi instead of her husband, Chin Yuen Fong, who is our
Promoter due to his intention of giving financial comfort to his wife. With Chin Yuen Fong
onboard, Khong Chee Seong maintained focus on business development while Chin Yuen
Fong looked into the operational aspect to assist in the business operations.

93
93
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

In 2006, Khong Chee Seong and Chin Yuen Fong saw a new business opportunity in the design
and manufacturing of IC burn-in boards. Venturing into the design and manufacturing of IC
burn-in boards was a progression within the semiconductor industry in offering expanded
product range to customers. We were able to leverage on our existing knowledge and
experience in the design and manufacturing of PCBs to expand into IC burn-in boards.

Since our Group's venture into the design and assembly of IC burn-in boards in 2006, our Group
has been focusing on expanding its 2 core activities, namely the design and assembly of IC
burn-in boards and supply of PCB segment.

Over the span of the next 11 years, from 2006 to 2017, we continued to focus on expanding
our customer base and servicing existing customers in the design and manufacturing of PCBs
and IC burn-in-boards. The following are the notable customers which we secured from 2006
to 2017, and some of which remained as our major customers in the Financial Years Under
Review:

Year Customers
2006 Customer D
2007 QAV Technologies Sdn Bhd
2013 Customer A
2014 Customer B
2015 Dominant Opto Technologies Sdn Bhd
2016 Customer C
2016 MCT Asia (Penang) Sdn Bhd
2017 Infineon Technologies (Malaysia) Sdn Bhd

Please refer to Section 7.6 of this Prospectus for further details on our major customers.

In 2016, Dysteq Technology (M) Sdn Bhd was certified compliant with ISO 9001:2015 Quality
Management System from Exova (UK) Limited t/a Exova BM TRADA for the supply of PCB,
industrial material (such as metal carrier, substrate cleaners, automation parts, electronic parts
and accessories) and CAM (software) conversion services. This is a testament of our
commitment in providing quality products to customers.

Expansion of new business segment – trading of operating supplies, spare parts and tools for
IC assembly and testing

In 2018, Chin Yuen Fong together with his son, namely Jacky Chin Shi Hou acquired the entire
equity interest in CESB from third parties, holding 50.00% interest each in CESB for the
purpose of expanding our Group's business into the trading of materials and supplies mostly to
semiconductor companies. This was in line with the increasing requests from our Group's
customers to supply miscellaneous materials and supplies during the course of our provision
of PCBs and IC burn-in boards. For clarification purpose, Jacky Chin Shi Hou was a
shareholder and a non-executive director of CESB and was not involved in the day-to-day
operation of CESB at that point in time. As at the LPD, Jacky Chin Shi Hou is our software
engineer (appointed on 15 March 2020) in our Engineering Department and does not have any
shareholdings in our Group. Over the years, CESB's product offerings have evolved to general
operating supplies, spare parts and tools for IC assembly and testing (i.e. gloves, syringe
pistons and barrels).

Internal restructuring and further expansion of 2 new business segment – (i) supply and
refurbishment of IC assembly and test consumables and (ii) design, development and assembly
of ATE and factory automation

In 2019, Khong Chee Seong and Chin Yuen Fong invited our Promoter, Executive Director and
Group CEO, Chin Yong Keong, who has technical and industry knowledge in the optoelectronic,
electronics and semiconductor industries, to join our Group. He came onboard to assist our
Group's existing Promoters, namely, Khong Chee Seong and Chin Yuen Fong with the
expansion of our Group's existing customer base to include new MNCs.

94
94
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

In 2019, our Group had undertaken an internal restructuring exercise in preparation of the
Listing. Specifically, the management of our Group had decided to create a clear segregation
of business activities among the entities within our Group. Pursuant to the internal restructuring
exercise, ETMSB had transferred its design and assembly of IC burn-in boards activities to
ETSB. With this, ETSB commenced its business in the design and assembly of IC burn-in
boards while ETMSB focused solely on the supply of PCBs and value-add services (e.g.
refurbishment of gold finger). New design techniques and assembly processes for IC burn-in
boards (e.g. conformal coating, metal block and heatsink design for assembly and gold finger
refurbishment technique) were also developed under the leadership of Chin Yong Keong.

Subsequent to the internal restructuring exercise and incorporation of Edelteq, EVSB, ETSB
and DTSB in 2019 as well as the acquisition of CESB in 2018, the aforementioned subsidiaries
had experienced changes in their shareholding structure from their respective incorporation
dates up to the LPD. For further details of the changes in shareholdings of these subsidiaries,
please refer to the tabulation in Section 7.1.1 of this Prospectus.

In line with the internal restructuring, our Group expanded into new business segments, namely
the supply and refurbishment of IC assembly and test consumables, and design, development
and assembly of ATE and factory automation. We secured our first factory automation contract
on 20 January 2022 where we provided Smart Molding Automation System to our existing
multinational customer (Customer A) (i.e. automation that enables the linking of assembly,
molding and curing processes for the automotive segment of the said customer). The
abovementioned contract was deemed completed and revenue will be recognised upon the
completion of customer acceptance test on the Smart Molding Automation System at the
customer's site in January 2023 instead of upon delivery of the said system at customer's site.
Hence, there was no revenue recorded for factory automation in the Financial Years Under
Review. With the extended range of products that primarily support the IC assembly and test
processes, we are able to cross-sell our products to customers.

With the reorganisation and streamlining exercise, each Subsidiary has a clear business focus
in the area of IC assembly and testing, as follows:
Date of Company Principal activities
incorporation
18 September 2019 Edelteq Investment holding company
27 March 2019 ETSB* Design and assembly of IC burn-in boards, supply and
refurbishment of IC assembly and test consumables
11 April 2019 EVSB* Design, development and assembly of ATE and factory
automation
17 April 2019 DTSB Trading of operating supplies, spare parts and tools for
IC assembly and testing
24 June 2004 ETSMB* Supply of PCBs and value-add services
28 February 2006 CESB Trading of operating supplies, spare parts and tools for
IC assembly and testing

Note:
* Denotes the subsidiaries which carry out our Group's core activities (i.e. design and
assembly of IC burn-in boards and supply of PCBs, supply and refurbishment of IC
assembly and test consumables and design, development and assembly of ATE and
factory automation).
A brief illustration of the evolution of our Group's businesses over the years is depicted in the
following diagram:

95
95
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

In 2019, EVSB received Pioneer Status Approval by MIDA for reel auto changer and cassette
loader, automated inspection machine, parts and components for semiconductor machines and
factory automation system. As at the LPD, EVSB has yet to obtain pioneer status certificate
from MIDA and has never claimed for any tax incentives for these productions. Please refer to
Section 7.24.1 of this Prospectus for further details.

In order to cater for a future business expansion plan, we will require larger premises to house
our additional new machineries, as well as office space to cater for the future increase of our
employees. In 2020, we have entered into a Sale and Purchase Agreement with PDC to
purchase the Batu Kawan Land to construct the Proposed Batu Kawan Factory. The transaction
was completed on 8 April 2021 and the issue document of title has been registered in favour of
our Company on 20 September 2022. Please refer to Section 7.4 of this Prospectus for our
future plans on the construction of the Proposed Batu Kawan Factory.

In 2020, ETSB was granted a pioneer status by MIDA to carry out the activity of design,
development and manufacturing of stainless-steel carrier for wafer chip scale packaging.
Subsequently, in 2021, ETSB was granted a Pioneer Status by MIDA for the manufacturing of
chip aging test board (also known as IC burn-in-board). Please refer to Section 7.24.1 of this
Prospectus for further details.

A summary of our Group’s key events and milestones are as set out below:

Year Key events and milestones


2004  ETMSB (previously known as Dysteq Technology (M) Sdn Bhd) was
incorporated by our Promoter, Executive Director and Business Unit Director,
Khong Chee Seong and another shareholder, Chua Swee Phin (who disposed
his shareholdings in 2005 to pursue his personal interest).

 ETMSB was initially involved in the design and manufacturing of PCBs for
IDMs and OSATs.

2005  Chin Yuen Fong, our Promoter and Electronics Manufacturing Solution
Business Unit Director, joined ETMSB.

96
96
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Year Key events and milestones


2006  We expanded into the design and manufacturing of IC burn-in boards via
ETMSB.

 Over the next 11 years, from 2006 to 2017, we continued to focus on


expanding our customer base and servicing existing customers in the design
and manufacturing of PCBs and IC burn-in-boards.

2018  Chin Yuen Fong together with his son, namely Jacky Chin Shi Hou acquired
CESB for the purpose of expanding our Group's business into the trading of
materials and supplies mostly to semiconductor companies. This was in line
with the increasing requests from our Group's customers to supply
miscellaneous materials and supplies during the course of our provision of
PCBs and IC burn-in boards.

 Over the years, CESB's product offerings have evolved to general operating
supplies, spare parts and tools for IC assembly and testing (i.e. gloves, syringe
pistons and barrels).

2019  Chin Yong Keong, our Promoter, Executive Director and Group CEO, joined
our Group to assist with the expansion of our Group's existing customer base
to include new MNCs.

 Our Group had undertaken an internal restructuring exercise in preparation of


the Listing. Specifically, the management of our Group had decided to create
a clear segregation of business activities among the entities within our Group.
With that, ETSB, EVSB and DTSB was respectively incorporated.

 ETMSB transferred its design and assembly of IC burn-in boards activities to


ETSB. With this, ETSB commenced its business in the design and assembly
of IC burn-in boards while ETMSB focused solely on the supply of PCBs and
value-add services (e.g. refurbishment of gold finger).

 We expanded into the supply and refurbishment of IC assembly and test


consumables via ETSB.

 We expanded into the design, development and assembly of ATE and factory
automation via EVSB.

2020  We entered into a Sale and Purchase Agreement with PDC to purchase the
Batu Kawan Land to construct the Proposed Batu Kawan Factory.

 ETSB was granted a pioneer status by MIDA to carry out the activity of design,
development and manufacturing of stainless-steel carrier for wafer chip scale
packaging.

2021  ETSB was granted a pioneer status by MIDA for the manufacturing of chip
aging test board (also known as IC burn-in-board).

97
97
Registration
RegistrationNo. 201901033362
No.201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

7.1.1 SHAREHOLDINGS CHANGES OF OUR GROUP

Below is a tabulation of the historical shareholdings changes of the respective companies that of when the past shareholders first acquired (to emerge
as a shareholder) as well as the date and number of shares that they last disposed of (to cease to be a shareholder).

Edelteq EVSB ETSB CESB ETMSB DTSB


Date of 18.09.2019 11.04.2019 27.03.2019 28.02.2006 24.06.2004 17.04.2019
incorporation

Changes in
shareholdings
In Out In(1) Out In Out In Out In Out In Out
Shareholders as
at LPD
Chin Yong Keong 2019 - 2019 - 2019 - - - 2020 - 2021 -
Khong Chee Seong 2020 - 2020 - 2020 - - - 2004 - 2021 -
Chin Yuen Fong - - - - - - 2018 - 2022 - 2021 -
Tan Joo Hung 2019 2021 2019 - 2019 2019 - - - - - -

Past shareholders
(A) Close relatives
and spouses
Party A - - - - - - - - 2004 2017 - -
Khay Lee Mooi - - - - - - - - 2005 2022 2020 2021
Party B - - - - - - - - 2011 2022 2020 2021
Party C - - - - - - - - 2020 2022 - -
Party D - - - - 2019 2019 - - - - 2019 2020
Jacky Chin Shi Hou - - - - - - 2018 2019 - - - -

(B) Acquaintances
Chua Swee Phin - - - - - - - - 2004 2005 - -
Party E - - - - - - - - 2017 2019 - -
Party F 2019 2020 - - - - - - - - - -
Party G - - - - - - 2006 2018 - - - -
Party H - - - - - - 2006 2010 - - - -
Party I - - - - - - 2010 2018 - - - -
Party J - - - - - - - - - - 2021 2022

Notwithstanding the changes in shareholdings structure of the respective companies in our Group, the Promoters (i.e. Chin Yong Keong, Khong Chee Seong
and Chin Yuen Fong) have remained as the substantial shareholders of the respective companies of our Group during the Financial Years Under Review and
up to the LPD.

98
98
Registration
RegistrationNo. 201901033362
No.201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

7.2 OUR PRINCIPAL ACTIVITIES AND BUSINESS MODEL

A snapshot of our Group's business model is illustrated as follows:

99
99
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

We are principally involved in the provision of engineering support for IC assembly and test
processes in the semiconductor industry.

Description of an IC

For information purposes, IC is an assembly and integration of active semiconductor


components such as transistors, diodes and passive semiconductor components such as
resistors and capacitors on a single thin semiconductor material which is known as wafer. The
wafer, fabricated with pre-defined conductive copper tracks (i.e. functional circuits), enables
semiconductor components to be imprinted or soldered onto its surface. The individual blocks
on the wafer imprinted with the functional circuits form the die to be packaged into an IC. The
following is an illustration of the different forms of ICs:

Description of IC assembly and testing

IC assembly and testing are processes of IC manufacturing. The IC assembly process involves
the attaching of ICs by means of an alloy or an adhesive to either a lead or leadless die attach
pad (i.e. a metallic device used to connect the IC to a circuit board) and thereafter attached to
the package. The assembly process is necessary to protect the ICs and enable the dissipation
of heat from the ICs, as well as facilitate the integration of ICs into electronic systems to
manufacture electronic products.

The IC test process comprise wafer sort and IC burn-in test, as follows:

 Wafer sort, also known as wafer test, is the first stage of test carried out in the process
of IC manufacturing. It is a process where the individual blocks of die are tested for
functional defects while still in wafer form. The test is done using a wafer prober or ATE
for wafer inspection whereby electrical signals are transmitted individually to each block
of die on the wafer to detect physical and pattern defects. When all test patterns pass
for a specific die, its position will be remembered through wafer mapping to prepare the
die for the next process. Functioning dice will then be identified and picked up for the
assembly process to form packaged ICs.

100
100
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

 IC burn-in test is the second stage of test carried out in the process of IC manufacturing,
and is also known as the final test or package test to test the reliability of ICs under
extreme conditions. The test is carried out using IC burn-in boards in which ICs-under-
test are inserted into the sockets or clipped onto the IC burn-in boards to be placed into
the IC burn-in system. IC burn-in system is an ATE that is designed to carry out IC
burn-in tests, where the ICs are tested in extreme conditions over a period of time.
Electrical signals are transmitted through the IC burn-in boards to the individual units
of packaged ICs to detect potential early failures in the ICs due to factors such as design
flaws, material defects or defective manufacturing process. Burn-in subjects ICs to test
under extreme conditions such as high temperature operating life (i.e. simulation of an
environment of high temperature by continuous electricity input to evaluate the
expected lifespan of the IC) and highly accelerated stress test (i.e. simulation of an
environment of high temperature and humidity by accelerating water vapor to infiltrate
the IC to evaluate the resistance of IC to humidity).

(Source: IMR Report)

Our business is segmented into the following core principal activities:

(i) design and assembly of IC burn-in boards and supply of PCBs;


(ii) supply and refurbishment of IC assembly and test consumables;
(iii) design, development and assembly of ATE and factory automation; and
(iv) trading of operating supplies, spare parts and tools for IC assembly and testing

Details of our core principal activities are as follows:

(i) Design and assembly of IC burn-in boards and supply of PCBs

Description of IC burn-in boards and PCBs

PCBs are nonconductive boards built on substrate-based structure that are used in
electronic devices to provide electrical connection and mechanical support to the
electrical components mounted on it.

An IC burn-in board is a PCB that is specifically designed to undergo IC burn-in


processes. IC burn-in boards are PCBs that are attached with sockets to affix ICs, and
are used for testing the reliability of ICs under extreme conditions and / or to screen
out early life failure of the ICs. The following is an illustration of an IC burn-in board:

During the IC burn-in tests, ICs-under-test are inserted into the sockets on the IC burn-
in boards, clipped on the IC burn-in boards or inserted into the DUT-card of the IC burn-
in boards to be placed into the IC burn-in system. The ICs will then be activated and
operated under extreme conditions such as extreme high / low temperatures, increased
/ fluctuating voltage or electrical current, static or dynamic modes for a length of time
of approximately 168 hours to 1,000 hours, and the pass and failure of the ICs will be
assessed. IC burn-in boards are disposed after their useful lifecycle of approximately
600 to 15,000 hours, depending on the IC testing requirements and IC burn-in board
condition.

101
101
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Design and assembly of IC burn-in boards

We are involved in the design and assembly of IC burn-in boards. We design the
configuration of the IC burn-in boards (i.e. the arrangement of parts on the IC burn-in
boards such as test sockets, contact terminals, heatsink, electronic components in a
specific layout and the routing of the solder pads and copper traces) according to
customers' requirements which are based on the type of IC packages and type of
reliability tests to be conducted as well as the IC burn-in system used by our customers.
The design process involves identifying the type of IC packages, type of reliability tests
required and number of IC packages to be tested at a time. We use mechanical design
software and circuit design software to draw the configuration of the IC burn-in boards
into detailed drawings. We will also identify the raw materials required for the IC burn-
in boards during the design stage. For assembly works that will be carried out in-house,
we will determine the inspection and assembly steps in accordance with the design
specifications, which will then be shared with our production team for their reference
during inspection and assembly works.

For the fabrication of the PCBs, surface mounting or wave soldering to affix the test
sockets and electronics components, we will forward the design drawings to our
subcontractors including the raw materials to be used for their fabrication. As our Group
is directly involved in communicating with our customers to understand their needs and
product requirement, being involved in designing IC burn-in boards in-house is critical
to optimise product turnaround time and to ensure that we are able to precisely meet
our customer’s product requirement. Further, having in-house designing capabilities
enable our Group to manage our costs and product quality as we have the knowledge
to identify suitable materials, as well as to determine the processes to be undertaken
by our subcontractors. The design of the IC burn-in boards belongs to our customers.

A summarised diagram on the design process of our IC burn-in board is as follow:

Identify the type of IC packages, type of reliability tests and number


of IC packages to be tested

Draw the configuration of the IC burn-in boards into detailed


drawings

Identify the raw materials required for the IC burn-in boards

Determine the inspection and assembly steps in accordance with


the design specifications and share with our production team

Forward the design drawings to subcontractors for the fabrication


of the PCBs, surface mounting or wave soldering

Once we receive the PCBs from our subcontractors, we will assemble the PCBs,
contact terminals, metal brackets and heatsink into the IC burn-in boards in-house. We
will also conduct electrical testing and visual inspection in-house.

102
102
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

A detailed diagram of an IC burn-in board and the role played by our Group is as follow:

The following are the illustration of IC burn-in boards designed and assembled by our
Group:

Type of IC burn-in boards(1) Description

Socket type IC burn-in board Type of IC burn-in board where the ICs-under-test are
inserted into the sockets on the IC burn-in boards to be
placed into the IC burn-in system

Clip type IC burn-in board Type of IC burn-in board where the ICs-under-test are
clipped on the IC burn-in boards to be placed into the IC
burn-in system

DUT-card type IC burn-in board Type of IC burn-in board where the ICs-under-test are
inserted into the DUT-card of the IC burn-in boards to be
placed into the IC burn-in system

103
103
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Note:

(1) The difference between the 3 types of IC burn-in boards is on the methods of affixing
ICs-under-test on the IC burn-in boards. The designs of the IC burn-in boards may differ
depending on customer's requirement.

As PCB forms the base of an IC burn-in board, IC burn-in board can be considered as
an extension and variation of the PCB. As such, the production of IC burn-in boards
and PCBs generally share similar material resources, production lines and expertise.
Due to the aforementioned similarities, the design and assembly of IC burn-in boards,
and the supply of PCBs are thus grouped within the same segment of our principal
activities.

During the Financial Years Under Review and up to the LPD, the number of IC burn-in
board design projects that we have completed are as follows:

Type of IC FYE 2019 FYE 2020 FYE 2021 FYE 2022 As at the
burn-in board LPD
Socket type 5 40 83 60 11
Clip type 28 15 4 17 5
DUT-card type 14 6 4 9 2
Total 47 61 91 86 18

We design different types of IC burn-in board to cater to the different types of ICs. The
different types of IC burn-in board are used to carry out test on the ICs under various
conditions (e.g. extreme high / low temperatures, increased / fluctuating voltage or
electrical current, static or dynamic modes for various length of time of approximately
168 hours to 1,000 hours, and the pass and failure of the ICs will be assessed) to
assess the reliability of ICs under extreme conditions and / or to screen out early life
failure of the ICs. Our IC burn-in boards are designed to cater to our customers' IC
burn-in system. As IC burn-in boards are consumables that are disposed after their
useful lifecycle, we do not provide warranty for IC burn-in boards.

Supply of PCBs

We are also involved in the supply of PCBs, where we design the configuration of the
PCBs (i.e. the arrangement of solder pads and copper traces on the PCBs) according
to our customers' requirements of their end-products (e.g. industrial appliances and
personal computer appliances). The design process involves identifying the shape,
size, layer count (i.e. layer count refers to the number of conductive layers present on
a PCB and a higher layer count supports a wider range of applications. We are able to
support design request for PCBs with up to 42 layers of layer count as this is the
maximum number of layer count that our subcontractors can produce) and circuit
design of our customers' end-products to ensure that the PCB fits into space allocation
of the end-product and the placing of various ICs on the PCB board fits the functionality
of the core process of the particular PCB. We use circuit design software to draw the
configuration of the PCBs into detailed drawings. We will also identify the raw materials
required for the PCBs during the design stage. We will determine the inspection steps
and parameters in accordance with the design specifications, which will then be shared
with our production team for their reference during inspection works and testing (when
required). The designs are sent to our subcontractors for the fabrication of the PCBs.

The design of PCBs is a core activity of our supply of PCB business. As our Group is
directly involved in communicating with our customers to understand their needs and
product requirement, being involved in designing PCBs in-house is critical to optimise
product turnaround time and to ensure that we are able to precisely meet our
customer’s product requirement. Further, having in-house designing capabilities
enable our Group to manage our costs and product quality as we have the knowledge
to identify suitable materials, as well as to determine the processes to be undertaken
by our subcontractors. The design of the PCBs belongs to our customers.

104
104
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

A summarised diagram on the design process of our PCB is as follow:

Identify the shape, size and circuit design of our customers’ end-
products

Draw the configuration of the PCBs into detailed drawings

Identify the raw materials required for the PCBs

Determine the inspection steps and parameters in accordance with


the design specifications and share with our production team

Forward the design drawings to subcontractors for the fabrication


of the PCBs

Once we receive the PCBs from our subcontractors, we will conduct in-house visual
inspection and electrical testing as and when required, prior to packaging and delivery
to our customers.

The following are the illustration of the PCBs supplied by our Group:

Type of PCB Description

Gold wire bondable PCB To attach gold wire from the IC onto the PCB for better
electrical connectivity.

Metal core PCB To dissipate heat generated from the IC through the
metal core PCB.

Flexible PCB To enable bending of PCB in the end product, in area


where in involves movement or space constraints.

PCBs are consumables and as such, we do not provide warranty for PCBs. The
customers of our IC burn-in boards and PCBs comprise IDMs and OSATs.

105
105
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

(ii) Supply and refurbishment of IC assembly and test consumables

For information purposes, IC assembly and test consumables are items used by our
customers during IC assembly and test processes which are generally disposed or
refurbished after their product lifecycle.

We design the IC assembly and test consumables according to our customers'


requirement. We design the printing stencil layout, process parameters for printing,
curing, laser marking and vision inspection, and stainless-steel plate surface treatment
criteria for CSP carriers to comply with the product specification provided by our
customers. Meanwhile, we design the product outline as well as the selection of raw
materials for copper shunt, probe pin and pick-up collet. Further details on the design
process of the respective IC assembly and test consumables are as disclosed in the
table below.

The design of IC assembly and test consumables is a core activity of our supply and
refurbishment of IC assembly and test consumables business as this process involves
us in designing the IC assembly (e.g. CSP carriers, which is used as a base plate to
hold the ICs during the IC assembly process, in which the ICs packages will ultimately
be placed on the PCB board) to ensure we meet the requirements of our customers
during their IC assembly process. As our Group is directly involved in communicating
with our customers to understand their needs and product requirement, being involved
in designing IC assembly and test consumables in-house is critical to optimise product
turnaround time and to ensure that we are able to precisely meet our customer’s
product requirement. Further, having in-house designing capabilities enable our Group
to manage our costs and product quality as we have the knowledge to identify suitable
materials, as well as the processes to be undertaken in-house and by our suppliers.

Depending on the machinery requirements in producing the IC assembly and test


consumables, we may source for raw materials for production of IC assembly and test
consumables in-house or outsource the fabrication to our subcontractors.

Once we complete the production or receive the IC assembly and test consumables
from our subcontractors, we will conduct visual inspection in-house, package and
deliver to our customers.

We are also involved in the refurbishment of used or defective IC assembly and test
consumables to increase their lifespan. We design the method of refurbishment and
testing processes, as well as the selection of raw materials for wire bonding clamper,
dicing blade and PCB gold finger to ensure that the quality of the refurbished IC
assembly and test consumables is comparable with the quality of the original products.
We collect used or defective IC assembly and test consumables from our customers to
be refurbished into usable IC assembly and test consumables. These refurbished IC
assembly and test consumables are supplied to the same customers which we collect
from and our customers will be charged with refurbishment fees. As refurbishment work
is a service offered by our Group to our customers, the refurbishment knowledge is
retained by our Group. We do not observe any fixed cycle and quantity in the receipt
of request for refurbishment work for IC assembly and test consumables from our
customers. The turnaround time for the refurbishment work is dependent on the
quantity of IC assembly and test consumables received, the type and condition of the
IC assembly and test consumables to be reworked, the available capacity of our
refurbishment machinery and equipment, as well as the availability of our manpower.
Hence, the delivery date for reworked IC assembly and test consumables is determined
by our Group upon assessment of the abovementioned factors.

106
106
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

The following are some IC assembly and test consumables supplied and / or
refurbished by our Group:

Type of IC assembly Description Design activities and processes


and test consumable
CSP carrier CSP carriers are metal plates used in the We are involved in the design of CSP
assembly of WLCSP (i.e. involves carriers which involves designing the
assembly and packaging an IC at wafer micro fiducial prints and QR code /
level) packaging and SiP (i.e. involves serial number that will be printed on
packaging several ICs in a single the metal plates.
package). CSP carriers are used as a
base plate for the die to be attached to, The process involves identifying our
overmould, dicing or laser cutting of customer's IC size or the number of
WLCSP and SiP. The carriers hold the IC ICs to be placed on the CSP carrier,
packages while the micro fiducial printing and the dimensional tolerance of the
marks serve as a guide to the die attach micro fiducial prints in order to design
and dicing. CSP carriers are consumables and position the micro fiducial prints.
for 1 time use in the IC assembly process We use mechanical design software to
and will be disposed or reworked. draw the micro fiducial prints. We also
design the printing stencil layout,
We are involved in the design of CSP process parameters for printing,
carriers and several in-house production curing, laser marking and vision
processes (i.e. micro fiducial printing inspection, and stainless-steel plate
using the silk screen and printing surface treatment criteria for our CSP
machine). Additionally, we are also carriers.
involved in the refurbishment of CSP
carriers where used CSP carriers will During the design stage, we also
undergo several in-house refurbishment identify the raw materials required
processes (i.e. surface treatment to based on our product design and
remove existing micro fiducial marks and customer’s requirement. The
curing to removing of existing 2D procedures and parameters to
barcodes on the CSP carriers). produce CSP carriers that have been
identified during the design stage will
be recorded into the drawings which
will be shared with our production
team for their reference during
production.

A summarised diagram on the design


process of our CSP carriers is as
follow:

Identify the die size or the number


of dice to be placed on the CSP
carrier

Identify the dimensional tolerance


of the micro fiducial prints

Draw the micro fiducial prints

Design the printing stencil layout,


process parameters for printing,
curing, laser marking and vision
inspection, and stainless-steel plate
surface treatment criteria for our
CSP carriers

Identify the raw materials required

Record the procedures and


parameters into drawings and
share with our production team

The design of the CSP carrier belongs


to our customers.

107
107
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Type of IC assembly Description Design activities and processes


and test consumable
Copper shunt Copper shunts are electrical connectors We are involved in the design of
used to hold and connect DUT board to copper shunts which involves
the IC burn-in board during device designing the shape and size of the
operating life stress test process. copper shunts.

We are involved in the design of copper The process involves identifying our
shunts and we outsource the fabrication to customer's product configuration and
our subcontractors. We perform final outline of the soldering area in order to
inspection and taping of the copper shunts design the shape and size of the
into tape and reel in-house once we copper shunt. We use mechanical
received the copper shunts from our design software to draw the outline of
subcontractors. the copper shunt into detailed
drawings. During the design stage, we
also identify the raw materials required
based on our design and customer's
requirement.

We will forward the design drawings to


our subcontractors including the raw
materials to be used for their
fabrication. The inspection and taping
procedures that have been identified
during the design stage will be
recorded into the drawings or work
instructions which will be shared with
our production team for their reference
during inspection and taping works.

A summarised diagram on the design


process of our copper shunts is as
follow:

Identify the product configuration


and outline of the soldering area

Design the shape and size of the


copper shunt

Draw the outline of the copper


shunt into detailed drawings

Identify the raw materials required

Forward the design drawings to


subcontractors for fabrication

Record the inspection and taping


procedures into drawings or work
instructions and share with our
production team

The design of the copper shunts


belongs to our Group.

108
108
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Type of IC assembly Description Design activities and processes


and test consumable
Probe pin Probe pins are electrical connectors used We are involved in the design of
to connect individual contact point on the testing probe pins which involves
DUT to a specific source of testing designing the shape and size of the
requirements during final test of probe pins.
semiconductor products.
The process involves identifying
We are involved in the design of testing customer's probe pad dimension and
probe pins and we outsource the pin holder configuration in order to
fabrication to our subcontractors. We design the shape and size of the probe
perform the final inspection and packing pins. We use mechanical design
in-house once we received the probe pins software to draw the outline of the
from the subcontractors. probe pin into detailed drawings.
During the design stage, we also
identify the raw materials required
based on our design and customer's
requirement.

We will forward the design drawings to


our subcontractors including the raw
materials to be used for their
fabrication. The inspection procedures
that have been identified during the
design stage will be recorded into the
drawings or work instructions which
will be shared with our production
team for their reference during
inspection works.

A summarised diagram on the design


process of our probe pins is as follow:

Identify the probe pad dimension


and pin holder configuration

Design the shape and size of the


probe pin

Draw the outline of the probe pin


into detailed drawings

Identify the raw materials required

Forward the design drawings to


subcontractors for fabrication

Record the inspection procedures


into drawings or work instructions
and share with our production team

The design of the probe pin belongs to


our Group.

109
109
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Type of IC assembly Description Design activities and processes


and test consumable
Dresser board Dresser boards are resin bonded diamond Not applicable
grit boards used for dressing and to
expose diamonds beads where they are
used to improve dicing quality by
reshaping and perfecting the blade edge
to a flat edge. The usage of dresser
boards increases the dicing blade
sharpness, and reduce the chipping of the
work piece.

We are involved in supply of new dresser


boards where we liaise with our customers
on their process requirement, and
thereafter source for the dresser boards
with similar specification from our
subcontractors. We laser mark, pack and
market under our Group's name.

We are also involved in the refurbishment


of dresser boards where the used dresser
boards are consigned by our customers.
The used dresser boards will undergo
several refurbishment processes (i.e
refilling, curing, leak test and inspection)
in-house and thereafter packing for
shipment.

Pick-up collet Pick-up collets are vacuum cup or pick-up We are involved in the design of pick-
tools use in IC pick and place processes up collet which involves designing the
during IC manufacturing. shape and size of the pick-up collet,
which depends on the size of ICs.
We are involved in the design of the pick-
up collect and we outsource the The process involves identifying
manufacturing to our subcontractors. We customer's IC configuration in order to
will liaise with our customers for their design the shape and size of the pick-
process requirement and product up collet. We use mechanical design
qualification. software to draw the outline of the
pick-up collet into detailed drawings.
During the design stage, we also
identify the raw materials required
based on our design and customer’s
requirement.

We will forward the design drawings to


our subcontractors including the raw
materials to be used for their
manufacturing. The inspection
procedures that have been identified
during the design stage will be
recorded into the drawings or work
instructions which will be shared with
our production team for their reference
during inspection works.

A summarised diagram on the design


process of our pick-up collets is as
follow:

110
110
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Type of IC assembly Description Design activities and processes


and test consumable

Identify the IC configuration

Design the shape and size of the


pick-up collet

Draw the outline of the pick-up


collet into detailed drawings

Identify the raw materials required

Forward the design drawings to


subcontractors for manufacturing

Record the inspection procedures


into drawings or work instructions
and share with our production team

The design of the pick-up collet


belongs to our Group.

Stencil cleaner Stencil cleaner is a solvent free cleaner Not applicable


used to clean solder pastes, fluxes and
other organic printing compounds from
stencils, underside wiping, misprinted
PCBs and squeegees. Stencil cleaner
reduces the water surface tension and
chemically emulsifies or removes solder
pastes and other printing compounds from
the surface of stencils or screen without
causing any damage to the material
surface.

We are involved in the supply of stencil


cleaner where we identify the specification
of the stencil cleaner and outsource the
manufacturing to our subcontractors. We
will liaise with client on their process
requirement, liaise with manufacturer for
similar specification for qualification. We
pack and market the stencil cleaner under
our Group's name.

White adhesive roll White adhesive roll are adhesive tapes Not applicable
used in removing dust particles from
smooth surfaces in manufacturing
processes including lithography,
leadframe etching, solder paste printing
and etc.

We are involved in identifying the


specification of the white adhesive roll
required by our customers and the
manufacturing of the white adhesive roll
will be outsourced to our subcontractors.
We pack and market the adhesive roll
under our Group's name.

111
111
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Type of IC assembly Description Design activities and processes


and test consumable
Wire bonding clamper Wire bonding clamper is an integral part of Not applicable
wire bonding machine. Its main purpose is
to clamp, hold and feed the gold wire
during wire bonding process. In the
process, it also provides conductivity
feedback to the machine.

We are involved in the refurbishment of


wire bonding clampers where used
clampers are consigned by our
customers. The used clampers will
undergo several refurbishment processes
such as replace worn out clamp plates and
spring, cleaning, gram force tuning and
laser barcoding before packaging the
products for shipment.
Dicing blade Hub dicing blades are typically nickel Not applicable
bonded diamond grit blades used in wafer
or IC packages singulation processes.
The blades have a specific life span where
it wears off during dicing and will need to
be replaced or discarded. The life span or
blade specification depends on the
products or materials of the work piece.

We are involved in the refurbishment of


dicing blade where the used blades are
consigned by our customers. The used
dicing blades will undergo several
refurbishment processes, such as
grinding, truing, measurement &
inspection prior to shipment.

PCB gold finger PCB gold fingers are contact points for Not applicable
interconnection between PCB and
connector. The gold fingers may be
damaged during the insertion into the
connector or wear and tear after a period
of time.

We are involved in the refurbishment of


PCB gold fingers where the damaged
PCBs are consigned by our customers.
The damaged PCB gold fingers will
undergo several refurbishment processes
including, routing process, drilling,
adhesion, conductivity test and inspection
prior to shipment.

The customers of our IC assembly and test consumables, including refurbished


consumables, are mainly IDMs and OSATs. We also have minimal sales to trading
houses for onward sales to their customers. In the Financial Years Under Review, sales
to trading houses amounted to RM12,538, RM26,540, RM757,125 and RM316,020, or
0.10%, 0.16%, 3.16% and 1.30% of our Group's total revenue respectively.

112
112
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

(iii) Design, development and assembly of ATE and factory automation


We are involved in the design, development and assembly of standard platform ATE
of burn-in board inspection handler, wafer inspection machine, auto reel detaper
machine, auto reel changer and strip assembly handler. We design and develop the
standard platform ATE based on our research on market requirements and feedback
from our customers, which can be subsequently customised into ATE with the
specifications required by our customers. Our role includes designing the machine,
motion control and vision inspection algorithm (e.g. our Group purchased the software
to develop the motion control and vision inspection algorithms), structure, machine
parts, handling mechanism, assembly of the machine, motion control and vision
inspection algorithm, and system integration of the ATE as well as the selection of raw
materials for machine parts as well as surface treatment and / or finishing required for
each part, amongst others, according to the technical specifications required by our
customers. Further details on the design process of our ATEs are as disclosed in the
table below.
The standard platform ATE can also be further customised into factory automation
which allow remote management and monitoring, data-driven visualisation and analysis
during production process. In addition, our factory automation technology can be
applied onto our ATEs to integrate and connect one ATE to another ATE or to the
production line, thus driving automation and continuous flow of the entire production
processes. As our factory automation builds on our ATE, the design, development and
assembly of ATE and factory automation are thus grouped within the same segment of
our principal activities. We secured our first factory automation contract on 20 January
2022 where we provided Smart Molding Automation System to our existing
multinational customer (i.e. automation that enables the linking of assembly, molding
and curing processes for the automotive segment of the said customer). The
abovementioned contract was deemed completed pursuant to the completion of
performance acceptance test in January 2023. Hence, there was no revenue recorded
for factory automation in the Financial Years Under Review.
With the design drawings prepared by our Group during the design and development
stage, we outsource the fabrication of the internal precision parts such as base plates,
shafts, brackets, as well as metal structure of the ATE / factory automation and
electrical wiring works to our subcontractors, and we source parts and components
such as motors, cameras, actuators, pneumatic cylinders, bearings, sensors, industrial
personal computers and driver cards from suppliers. Upon receiving the fabricated
components from our subcontractors, we assemble the ATE / factory automation in-
house. Upon completion of the assembly, we integrate motion control and / or
inspection algorithm with the ATE / factory automation and proceed with quality control
inspection and testing in-house. Thereafter, the ATE / factory automation is delivered
to our customers' premises for installation and commissioning by our engineers prior
to physical handover. The lead time to complete an ATE is approximately 4 months.
The details of our ATE / factory automation are as follows:
ATE / factory Description Design activities and processes
automation
Wafer inspection  Wafer inspection machine is We are involved in the design of ATEs which
machine designed to inspect and screen pre- involves designing the machine structure,
sawn wafer to detect defects. machine parts, handling mechanism,
assembly of the machine, motion control
 The machine supports 6" and 8" and vision inspection algorithm, and system
wafer load port and wafer handling. integration of the ATE.
 The machine vision is designed with The design process involves identifying the
a vision camera, enabling processes required by our customer, output
inspection of the silicon inner layer of the machine, product positioning and
to check for wafer water mark measurement accuracy, and size of the
penetration, delamination and machine.

113
113
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

ATE / factory Description Design activities and processes


automation
silicon cracks, as well as to perform For the design of our ATEs, we use
X mark, TSV misalignment check mechanical design software, vision image
and seal ring copper width processing and inspection software,
measurement. programming software, and artificial
intelligence and deep learning software.
 The machine has a build in wafer During the design process, we will also
pre-aligner and an end effector with identify the raw materials for machine parts
flip wafer handling capability. as well as surface treatment and / or
finishing required for each part, amongst
Burn-in board  Burn-in board inspection handler is others, according to the technical
inspection handler used to inspect the defects of burn- specifications required by our customers.
in boards. The inspection process
will prevent non-defective IC being For parts fabricated by our subcontractors
inserted onto a defective socket, (e.g. internal precision parts, metal structure
which will cause the non-defective of the ATE, and electrical wiring works), we
IC to be identified as defective will forward the design drawings to our
during IC burn-in tests. subcontractors including the raw materials
to be used for their fabrication.
 The handler integrates three sets of
vision modules with vision optics, For assembly works that will be carried out
illumination, and advance image in-house, we will determine the inspection
processing software, enabling the and assembly procedures and parameters
handler's vision to capture micro in accordance with the design drawings,
level abnormalities and defects on which will then be shared to our production
the burn-in board socket pins, team for their reference during assembly
sockets and components, as well as works.
burn-in board gold fingers.
A summarised diagram on the design
 The handler has a loader / unloader process of our ATEs is as follow:
module which supports manual
loading and auto trolley loading
options. Identify the processes required, output,
product positioning and measurement
accuracy, and size of the machine
Auto reel detaper  Auto reel detaper machine is an
machine auto tape-and-reel detaper and
Design the ATEs using mechanical
rework machine, where dies will be design software, vision image
re-inspected, auto dispose or reject processing and inspection software,
the defective dies, while non- programming software, and artificial
defective dies will be transferred to intelligence and deep learning software
a new emboss reel and re-tape.
Identify the raw materials required
 The machine incorporates vision
inspection modules, vision optics,
illumination, and advance image Forward the design drawings to
subcontractors for the fabrication of
processing algorithm. ATE parts

 The machine vision has the


Determine the inspection and assembly
capability to detect WLCSP die procedures and parameters in
crack / chip marking, optical accordance with the design drawings
character recognition, foreign and share with our production team
material, residual mark as well as
die tilt / slant or flip.
The design of the ATEs belongs to our
Group.
 The UPH rework and precision dies
pick and place is achieved with the
dual high-speed synchronise linear
servo arm pick and place design.

114
114
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

ATE / factory Description Design activities and processes


automation
Auto reel changer  Auto reel changer is designed to
automate and reduce human
handling of reel change-over for
industrial machine especially tape-
and-reel operations.

 It supports reel change over and


continuous loading / unloading
without interrupting the host
machine sequences and dwell time.

 It can support batch reel loading /


unloading and upgradable to
support for autonomous motorised
or motion robot loading / unloading
handling

Strip assembly  A machine to perform strip, lead


handler frame, PCB assembly, vision
inspection and other wafer
reconstruction process.

 The machine input or output can be


configured in stack or magazines
form with scalable number of
modules supported with an elevator
system.

 The machine vision is supported


with visible or IR line scan for high
UPH image acquisition and
processing.

We are also involved in the refurbishment of ATE where we modify, upgrade and
replace metal structures, electrical wirings, parts and components that may be old or
defective, as well as upgrade software that may be obsolete, as required by our
customers. We refurbish ATEs which are designed and developed by us, as well as
ATEs which are not designed and developed by our Group. For the refurbishment of
ATEs which are not designed and developed by our Group, we may install
enhancement module to improve the performance of the ATE to meet our customer’s
requirements. The customers of our ATE, as well as the refurbishment of ATE,
comprise IDMs and OSATs.

For information purposes, the sub-segmental revenue contribution from our design,
development and assembly of ATE and factory automation business segment is set out
below:

FYE 2019 FYE 2020 FYE 2021 FYE 2022


RM'000 % RM'000 % RM'000 % RM'000 %

Design, 145 9.67 599 30.70 3,751 71.54 5,329 88.53


development and
assembly of ATE

Factory automation - - - - - - - -

Refurbishment of 1,355 90.33 1,352 69.30 1,492 28.46 690 11.47


ATE

Total 1,500 100.00 1,951 100.00 5,243 100.00 6,019 100.00

115
115
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

(iv) Trading of operating supplies, spare parts and tools for IC assembly and testing

In 2018, our Group expanded our business segment to include trading of general
operating supplies such as gloves, syringe pistons and barrels, rotary cutters,
containers, solder wires as well as, spare parts and tools such as petri dish, aluminium
tape and belleville washer for IC assembly and testing through a wholly-owned
subsidiary, CESB.

Subsequent to the internal restructuring undertaken by our Group, our Group had
included our subsidiary, DTSB in the trading of technical operating supplies such as
wafer ring, ESD PET film and stainless-steel pallet as well as, spare parts and tools
such as polyester wiper and cleaning surfactant for IC assembly and testing
consumables. We do not have any minimum order quantity per purchase order for our
trading segment.

7.2.1 Warranty and technical service support

For ATE, we provide our customers with a warranty period of up to 2 years. The
warranty covers up to 2 times maintenance services and replacement of non-wear and
tear defective parts and components of the ATE and factory automation. After the
warranty period, our customers are able to engage our Group for technical service
support.

We do not provide maintenance services, technical support and warranty for other
products and services as they are consumables which will wear and tear after certain
useful lifecycle.

7.2.2 Our customers

The semiconductor industry encompasses companies involved in the design,


manufacturing, assembly, testing, and sales and marketing of semiconductor chips or
semiconductor ICs. There are 5 major types of semiconductor industry players, namely
IDMs (i.e. brand owners or intellectual property owners of ICs that are involved in the
design, fabrication, assembly and testing of ICs), fab-less companies (i.e. companies
that design ICs and outsource the entire IC fabrication process), fab-lite companies
(i.e. companies that design ICs and outsource a significant part of the IC fabrication
process), IC fabricators (i.e. foundries) and OSATs in the core value chain of the
semiconductor industry. OSATs are industry players that are specialised in the
segment of IC assembly and test, whereby the fab-less and fab-lite companies, and
sometimes the IDMs, outsource assembly and test activities to the OSATs.

The semiconductor industry players are supported by engineering support companies


such as electronic design automation (EDA) software providers, IC design houses, as
well as wafer, assembly and test equipment / tools manufacturers to perform all or part
of the core processes of IC production. Upon the completion of design, fabrication,
assembly and testing of ICs by the semiconductor industry players, ready ICs will be
shipped to electronic products manufacturers for use in the manufacturing of electronic
products for end-users.

Our customers comprise primarily IDMs and OSATs. We operate in the semiconductor
industry where our products and services primarily support the IC assembly and test
processes conducted by our customers in the semiconductor industry as depicted in
following semiconductor industry value chain:

116
116
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Semiconductor industry value chain

Notes:

* Comprises equipment, devices, consumables, tools and other related


products.

 Denotes the segments within the semiconductor industry value chain in which
our Group is principally involved.

The end user industries that we serve are the automotive, telecommunications,
optoelectronics and memory industries, among others.

7.3 COMPETITIVE STRENGTHS

7.3.1 We have a strong portfolio of multinational customers in the semiconductor


industry with established longstanding relationship through repeat orders

Our customers are primarily multinational IDMs and OSATs located in Malaysia and
overseas such as Singapore, Thailand, China and the United States. We also have
other multinational customers comprising Customer A and Infineon Technologies
(Malaysia) Sdn Bhd. We deal directly with these multinational customers (i.e. the local
subsidiaries of multinational companies or directly with the main companies of the
multinational companies based overseas) in the semiconductor industry and we do not
rely on any intermediary / main contractor in our dealings with these multinational
companies.

Since securing these customers, we have managed to retain longstanding business


relationship through repeat orders as evidenced by the length of relationships with
some of our major customers in the Financial Years Under Review which ranges from
1 year to 19 years. Further details on the length of business relationship with our top 5
major customers are as set out in Section 7.6 of this Prospectus.

Besides maintaining longstanding business relationships with the above customers, we


have managed to also secure new multinational customers in recent years. During the
Financial Years Under Review, we have a total of 36, 35, 39 and 33 active customers
(who contributed revenue to our Group), out of which 16, 18, 18 and 18 are
multinational customers respectively while the remaining are local companies and the
length of relationship our Group has with these multinational customers ranges from 1
year to 19 years. Among the 36, 35, 39 and 33 active customers in the Financial Years
Under Review, we managed to secure 3, 7, 11 and 5 new customers in the respective
years, with 33, 28, 28 and 28 being existing customers. This is a testament to our ability
to retain our customers as a substantial portion of our existing customers continued to
place orders with us each year. Despite the decreasing number of active existing
customers, we recorded increasing revenue of RM12.23 million, RM16.44 million and
RM22.61 million from these customers in the FYE 2019, 2020 and 2021 respectively.

117
117
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

However, we recorded a slight decrease in the revenue to RM21.57 million in the FYE
2022 due to the lower value of order received, primarily from Customer A in FYE 2022.
In FYE 2021, the value of the order for Customer A was recorded at RM6.13 million
whereas in FYE 2022, the value of the order was recorded at RM4.47 million. Our
success in securing new customers and retaining our existing customers is a testament
of our product quality, customer service and proven industry track record.

7.3.2 We have the engineering and technical abilities as well as an experienced and
technically skilled key management team to adapt our products to the constantly
evolving landscape of the semiconductor industry

Since the commencement of our business, we have been developing products to


support the IC assembly and test processes, and have adapted our products and
technologies to suit the evolving nature of the semiconductor industry.

Over the years, the sizes of IC packages have been reducing where they are being
integrated in the design using the smallest possible form factor, for the usage in smaller
electronic devices. In order to be resilient in this evolving landscape, we have been
developing IC burn-in boards that are able to test different types and sizes of ICs.
Based on the aforementioned ICs, we have designed and assembled IC burn-in boards
that are able to test the following IC sizes:

Type of IC burn-in Examples of Sizes of ICs tested


boards types of ICs Length Width Pitch
tested(1)
Socket type IC QFN 2.00mm to 2.00mm to 0.50mm
burn-in board 4.00mm 4.00mm

Clip type IC burn-in DIP 8.63mm to 6.35mm to 2.54mm


board 19.05mm 6.47mm

DUT card type IC BGA, SOP, 0.86mm to 0.71mm to 0.40mm to


burn-In board PGA, WLCSP 28.46mm 15.40mm 1.50mm

Note:

(1) Please refer to the diagram in Section 7.2 of the Prospectus for illustrations on
the different forms of ICs

Further, we are able to customise ATE for IC assembly and test processes. We design
and develop the standard platform ATE based on our research on market requirements
and feedback from our customers, which can be subsequently customised into ATE
with the specifications required by our customers. Our role includes designing the
machine structure, machine parts, handling mechanism, assembly of the machine,
motion control and vision inspection algorithm, and system integration of the ATE as
well as the selection of raw materials for machine parts, and surface treatment and
finishing, amongst others, according to the technical specifications required by our
customers. For example, our base test handler machine can be customised to add-on
visual inspection function or to introduce an alternate testing feature (such as from
voltage testing). We also provide value added services in which we refurbish used IC
assembly and test consumables and machines to increase their lifespan. With the
range of products that primarily support the IC assembly and test processes, we are
able to cross-sell our products to customers, thereby increasing our sales.

118
118
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

As at the LPD, our Group has 16 engineers (out of which 11 engineers have the
relevant qualifications and 5 engineers have the relevant technical capabilities accruing
from their experience in the industry). For the avoidance of doubt, our Group’s
engineers are not registered with the Board of Engineers Malaysia. Further, our
engineering department comprise 10 personnel (out of which 8 personnel have the
relevant academic qualifications and 2 personnel have the relevant technical
capabilities accruing from their experience in the industry) and production department
comprise 19 personnel (all of which have the relevant technical capabilities accruing
from their experience in the industry), representing approximately 69.05% of our total
employees as at the LPD.
The approximate years of experience of our engineers and personnel from the
engineering and production departments in the semiconductor industry and their years
of service with our Group as at the LPD are set out in the tables below:
Department Number of Number of Years of experience in the
/ Division personnel(1) engineers semiconductor industry
0-5 6-10 11-20 >20
Engineering 10 10 6 2 - 2
Production 19 2 7 10 1(2) 1(2)

Department Number of Number of Years of service with our Group


/ Division personnel(1) engineers 0-5 6-10 11-20 >20
Engineering 10 10 9 1 - -
Production 19 2 7 11(2) 1(2) -

Notes:
(1) The number of personnel disclosed here includes the number of engineers.
(2) Consists of 1 engineer from the Production Department.
By leveraging on the engineering and technical abilities, we have been able to develop
new products to respond to the evolving requirements in the semiconductor industry.
The adaptability and resilience of our engineering and technical abilities have been
fundamental to the growth of our business and will continue to ensure that we remain
sustainable over the long term.
Additionally, our Group is led by an experienced and technically skilled key
management team that has accumulated years of industry experience and / or in-depth
knowledge of our business operations. Our key management team consist of
individuals with the relevant qualifications and practical working experience. Their
technical capabilities were accumulated through their time spent working in the
optoelectronic, electronics and semiconductor industries to assist in strengthening their
knowledge and capabilities to cope with the technical requirements of our industry.
Our Executive Director / Group CEO, Chin Yong Keong and our Executive Director /
Business Unit Director, Khong Chee Seong, have over 28 years and 27 years of
experience in the semiconductor industry, respectively. Their technical and industry
knowledge is instrumental in steering the overall strategic direction and business
development of our Group.
Our Group's Executive Directors are supported by a team of technical personnel with
in-depth knowledge and expertise in their respective fields. They take an active, hands-
on role in spearheading their respective departments to support the growth of our Group.
As a result, there is a transference of skills and knowledge to employees at all levels in
our organisational structure. Their hands-on involvement in our Group demonstrates
their strong commitment to our growth as we continue to expand. The approximate
years of experience of our key management team in the semiconductor industry and
their years of service with our Group as at the LPD are set out in the table below:

119
119
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Name Designation Years of Years of


experience in the service with
semiconductor our Group
industry
Chin Yong Executive Director / Group CEO 28 4
Keong
Khong Chee Executive Director / Business 27 19
Seong Unit Director
Chin Yuen Electronics Manufacturing 33 18
Fong Solution Business Unit Director
Lee Kim Loon Engineering Director 25 3

Please refer to Section 5.1 and Section 5.4 of this Prospectus for further details.

7.3.3 Our products achieve the quality standards required by our customers

Our customers have stringent quality requirements for products sourced from us. For
example, CSP carriers which have a 2D quick response code in which the code is not
allowed to have a duplication and must be readable. As such, we have put in place our
quality control procedures to inspect the micro fiducial marks on the CSP carriers using
the automated visual inspection system (dimensional pattern inspection) and the CSP
carriers will undergo visual inspection for contaminations. Further details on our quality
control procedures are set out in the ensuing table.

Further, for quality controls imposed on our subcontractors, our suppliers and / or
subcontractors will go through qualification, selection and registration processes as
well as annual assessment review which are done to ensure product quality from
external sources.

As such, to ensure that we are able to deliver products that meet the expectation of our
customers, we have in place quality control procedures in all our business activities as
disclosed in Section 7.9 of this Prospectus, as well as an established quality
management system that comply with international standards.

We are certified compliant with ISO 9001:2015 Quality Management System for the
Manufacturing of CSP metal carrier substrate, aging PCB and industrial material
(substrate cleaner, automation parts, electronics part and accessories) and CAM
(software) conversion services, as well as the supply of industrial material (such as
metal carrier substrate, semiconductor tape and accessories) and cleaning services by
Exova (UK) Limited t/a Exova BM TRADA and Warringtonfire Testing and Certification
Limited t/a BM TRADA Chiltern House. These products are part of the following
business segments:

Business segments Products


Design and assembly of IC burn-in IC burn-in boards and PCBs
boards & supply of PCBs
Supply & refurbishment of IC CSP metal carrier, industrial material (cleaner,
assembly & test consumables automation & electronics parts, electronics
part and accessories) and value add services
Trading of operating supplies Industrial tapes

ISO 9001:2015 also covers the industrial material (e.g. metal carrier substrate,
semiconductor tape and accessories and cleaning services), which are applicable for
the 3 business segments above. This is a testimony that we are able to comply with
the quality requirements in accordance with international standards.

120
120
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

In order to achieve the quality standards required by our customers, our Group has put
in place the following quality control procedures:

Products Quality control procedures


IC burn in boards We conduct quality control inspections on the contact terminals,
metal brackets and heatsink installed, soldering and screwing
quality using microscope, as well as electrical connectivity using
test meter.
PCBs Visual inspection and electrical testing as and when required.
CSP carriers We will inspect the micro fiducial marks on the CSP carriers
using the automated visual inspection system (dimensional
pattern inspection) and the CSP carriers will undergo visual
inspection for contaminations.
Other IC We will conduct visual inspection.
assembly and test
consumables

ATE A factory acceptance test (functional test conducted in the


presence of the customer / their representative) will be
conducted prior to the shipment of the ATE and factory
automation to customers. Upon arriving at customers' site, we
will install and commission the ATE and factory automation, and
site acceptance test (trial run conducted in the customer's
factory) will be conducted as an official handover.

As part of our Group's commitment to ensure the quality of our products, we have
established quality control procedures and quality management systems within our
business processes. This is to ensure that our products consistently meet our
customers' desired specifications and requirements.

7.3.4 We are well-positioned to capitalise on the growth in the global semiconductor


industry

According to the IMR Report, the global semiconductor industry measured in terms of
global semiconductor sales, increased from USD412.2 billion (RM1.77 trillion) in 2017
to an estimate USD580.13 billion (RM2.55 trillion) in 2022, at a CAGR of 7.07%.

According to the IMR Report, ICs are technology enablers for electronic products as
ICs are used to perform functions such as data transmission, processing and storage,
wireless connectivity, operations control, sensing, computing and power management.
The range of applications for ICs in the industry has broadened significantly over the
last decade and they play an essential role in almost every aspect of our lives,
supporting the needs of various industries such as consumer electronics, information
and communications technology, telecommunications, automotive, healthcare and
manufacturing. Hence, the semiconductor industry is highly correlated to the growth of
the electrical and electronic products industry as the demand for electronic products
reflects the market for its raw materials, namely ICs.

The future outlook in the global semiconductor industry is expected to be driven by


rapid technological advancements in electronic products, increasing global demand for
electronic products, increased adoption of IoT and technological advancement of
automotive electronics.

121
121
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Our prospects will generally be in tandem with the growth in the global semiconductor
industry, as we provide engineering support for IC assembly and test processes in the
semiconductor industry. As an industry player supporting the global electronics and
semiconductor industry, our Group is well-positioned to capitalise and leverage on
further growth in the industry, including capturing future growth opportunities the
industry may offer and enabling our Group to continue on our long-term growth and
expansion by leveraging on our technical expertise, resources, size and competitive
position vis-à-vis industry players as follows:-

(i) In terms of technical expertise, our Executive Director / Group CEO, Chin Yong
Keong and our Executive Director / Business Unit Director, Khong Chee
Seong, who have accumulated over 28 years and 27 years of experience in
the semiconductor industry, respectively. Additionally, we also capitalise on our
Electronics Manufacturing Solution Business Unit Director, Chin Yuen Fong
and our Engineering Director, Lee Kim Loon, for their respective expertise and
technical knowledge which are essential to the long-term growth of our Group's
business operations;

(ii) In terms of resources, our key management is supported by a team of


experienced and dedicated technical personnel with relevant experience
across a range of business activities, from engineering and production to
finance and sales. As at the LPD, we employ a total of 42 employees and we
have sufficient resources to undertake our principal activities where we have
not experienced any major shortage of workers that has materially disrupted
our business operations during the Financial Years Under Review and up to
the LPD. Moving forward, our Group plans to recruit the additional technical
personnel to cope and attend to the growing demand and orders particularly in
the ATE segment; and

(iii) In terms of our size and position in the semiconductor industry, our Group
captured a market share of 0.0099% for the design and assembly of IC burn-
in boards and supply of PCBs and 0.072% for the design, development and
assembly of ATE and factory automation. Further details on the outlook of our
products and services industry in Malaysia are as set out in the IMR Report in
Section 8 of this Prospectus.

7.4 BUSINESS STRATEGIES AND FUTURE PLANS

7.4.1 We intend to expand our premises through the construction of the Proposed Batu Kawan
Factory

As at the LPD, our business activities are carried out at our office located at Taman Impian Ria
and factories located at Kawasan Industri Ringan Asasjaya, namely Lot 9 Asasjaya and Lot 11
Asasjaya. Our existing factories have a total land area and gross built-up area of approximately
12,120.16 sq. ft. and 7,930.84 sq.ft., respectively. Our Group intends to expand our production
capacity of existing products and expand our products portfolio to serve both new and existing
customers from industries which include but are not limited to the automotive,
telecommunications and memory (data storage) industries, which will require us to have a larger
production space for new machineries, as well as office space for future increase of human
resources. Moving forward, our Group plans to recruit the additional technical personnel to cope
and attend to the growing demand and orders. Notwithstanding the above, our Group plans to
adopt a prudent approach in increasing its manpower and will only do so when justified by
increases in orders and overall growth in the segment. Accordingly, we are not able to ascertain
the cost required for the employment of additional manpower at this juncture. Purely for
illustration purpose, assuming our Group operates at full capacity pursuant to the expansion of
our production capacity of existing products, we may recruit an additional of up to 27 personnel,
comprising of an estimation of 13 engineers for R&D activities (i.e. 6 engineers for development
of new ATE and refurbishment methods, 6 engineers for enhancement of factory automation
solutions and 1 engineering manager), 10 technical personnel for production activities (for all
business segments) and 4 employees for back office / administrative function.

122
122
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

The Proposed Batu Kawan Factory will also allow us to centralise the control of our
manufacturing activities at the same location and thus improve our management efficiency. As
such, our Group plans to construct the Proposed Batu Kawan Factory which will include
production, storage and office space.

The Proposed Batu Kawan Factory will have a built-up area of approximately 43,500 sq. ft.. A
floor space of approximately 26,600 sq. ft. will be allocated for production space and
approximately 4,700 sq. ft. for storage space, and approximately 12,200 sq. ft. for office space.

Upon the completion of construction of the Proposed Batu Kawan Factory, we will undertake
the following strategies in anticipation of the growth of our design and assembly of IC burn-in
boards and supply of PCBs segment, supply and refurbishment of IC assembly and test
consumables segment and design, development and assembly of ATE and factory automation
segment. We will also purchase new machineries for the production of existing products, which
will increase the production capacity of existing products, as follows:

Business activities Product type Annual Estimated Percentage


capacity in annual increase
FYE 2022 capacity at
the
Proposed
Batu Kawan
Factory
%
Design and assembly IC burn-in boards 26,500 pieces 34,450 30.00
of IC burn-in boards pieces
and supply of PCBs PCBs 1,300,000 1,690,000 30.00
pieces(i) pieces(i)
Supply and Dicing blades 10,400 pieces 52,000 400.00
refurbishment of IC (refurbishment) pieces
assembly and test
PCB gold fingers 120 pieces 240 pieces 100.00
consumables
(refurbishment)

Note:

(i) The annual capacity for PCBs refers to the inspection capacity by our employees on
the PCBs fabricated by our subcontractors.

As such, we intend to purchase the following machineries to support the intended expansion of
production capacity of existing products:

Machineries Description No. Estimated cost


Unit RM
Assembly station A work station to carry out the assembly 1 3,000
of IC burn-in boards
Multimeter An instrument to measure electric 1 2,500
current, voltage and resistance
Visual inspection A work station to carry out visual 1 6,000
station inspection and electrical testing of IC
burn-in boards and PCBs
Dicing machine A machine with blades to dice wafers 1 225,000
into individual die
CNC grinding A computer-controlled grinding 2 500,000
machine machine that refines metal surfaces to
the required specification

123
123
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Machineries Description No. Estimated cost


Unit RM
CNC router A computer-controlled cutting machine 1 50,000
machine that is used to cut various materials,
such as wood, metals, plastics, glass,
and foams

Total 7 786,500

The total estimated cost for the purchase of the abovementioned machineries is RM0.79 million
which will be financed via internally generated funds and / or bank borrowings of our Group.

Further, the Proposed Batu Kawan Factory will also be used for the production of new products
which we plan to introduce, comprising IC assembly and test consumables and ATEs, as
disclosed in Section 7.4.2 of this Prospectus, upon the relocation of our factory.

The indicative timeline for the construction of the Proposed Batu Kawan Factory as at the LPD
is as follows:

Timeline Details

January 2023  Commencement of construction

December 2023  Completion of construction

January 2024  Certificate of Completion and Compliance obtained


 Manufacturing licence obtained from MITI / MIDA

March 2024  Relocation and commencement of operations

As at the LPD, we have commenced the construction of the Proposed Batu Kawan Factory and
is in the process of undertaking piling works which is progressing according to the scheduled
timeline. For the avoidance of doubt, the piling works has progressed to the construction of pile
caps as at the LPD. The total estimated cost for the construction of the Proposed Batu Kawan
Factory is RM15.24 million. Please refer to Section 4.5.1 and Section 4.5.2 of this Prospectus
for further details on the breakdown of the total estimated costs, source of funding and utilisation
of our IPO proceeds.
7.4.2 We intend to expand our product and service portfolio through the development of new
products and refurbishment methods as well as enhancement of factory automation
solutions

(i) Development of new ATE and refurbishment methods

We intend to expand our product and service portfolio for ATE and IC assembly and
test consumables. Our new product and service portfolio for ATE and IC assembly and
test consumables will also complement our existing products and services, which we
can cross-sell to our existing and potential customers.

As at the LPD, we have identified the following new products and services portfolio for
ATE and IC assembly and test consumables to be developed and commercialised after
the completion of the relevant R&D activities:

124
124
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

New Description Start Target Estimated


products / date completion development
services date of cost
R&D
RM'000
Strip level Strip level automated optical inspection Q3 Q3 2023(2) 949
automated machine is used to detect physical 2022(1)
optical defects and pattern defects on strip or
inspection substrate and obtain the position
machine coordinates of the defects on the strip or
substrate. It has the ability to perform
high speed and high accuracy strip or
substrate automated optical inspection
with its high-resolution line scan optical
vision system.

Wafer level Wafer level automated optical inspection Q4 Q4 2023(4) 1,304


automated is used to detect physical defects and 2022(3)
optical pattern defects on wafers and obtain the
inspection position coordinates of the defects on the
machine wafer. It has the ability to perform high
speed wafer level automated optical
inspection with its shortwave infrared and
visible optical vision system.

Cantilever Cantilever probe card is applied on gold Q2 Q2 2024 588


probe card bump and pad wafer testing for display 2023
driver, logic, and memory device. It has
the ability to produce fine pitch, small pad
size, high speed, less cleaning, multi-
DUT, high pin count, and has ultra-low
leakage requirements. We intend to
develop new cantilever probe card which
will be a new product offering of our
Group, including refurbishment service
for cantilever probe card. This is a new
refurbishment method that our Group
currently does not offer.

Smart burn- Smart burn-in board sorter and loader is Q3 Q3 2024 788
in board used to detect physical defects and 2023
sorter and electrical defects on IC burn-in boards
loader and obtains the position coordinates of
the defects on the IC burn-in boards. It
has the ability to perform high speed and
close loop detection and loading of
devices into the test sockets, checking
electrical continuity before the burn-in
process.

Intelligent Intelligent burn-in system has the ability Q4 Q4 2024 907


burn-in to provide failure mapping, 2023
system communication protocol with upstream
and downstream burn-in processing
equipment to increase overall process
and equipment efficiency.

Total: 4,536

125
125
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Notes:
(1) As at the LPD, our Group has initiated the R&D activities for strip level
automated optical inspection, in which the technical assessment and
mechanical designing has been successfully carried out and is currently in the
process of assembling prototype unit as well as software algorithm and
development.
(2) As at the LPD, the R&D activities for strip level automated optical inspection
has achieved 63.50% of completion and our Group has incurred approximately
RM0.60 million of development cost. For the avoidance of doubt, our Group is
able to use existing software and resources to commence and complete the
development work for strip level automated optical inspection machine such as
using mechanical design software to design the machine, using IT software for
software development, outsourcing fabrication works for precision parts to
subcontractors, purchasing standard parts from suppliers, and using internal
resources to carry out assembly works. New R&D tools are not required to
complete the development of strip level automated optical inspection machine.
(3) As at the LPD, our Group has initiated the R&D activities for wafer level
automated optical inspection machine and it is currently in the process of
machine technical specification research and definition.
(4) As at the LPD, the R&D activities for wafer level automated optical inspection
machine has achieved 11.07% of completion and our Group has incurred
approximately RM0.14 million of development cost. For the avoidance of doubt,
the purchase of R&D tools is required to complete the development work for
wafer level optical inspection machine. The R&D tools required comprise
shortwave infrared (SWIR) camera, 3D image process system and
accessories, multi axis wafer handling robot and rotary chuck, base structure
with vision gantry, X-Y robot, and actuation control module, which will be
assembled into the wafer level optical inspection machine. Our Group will also
require an ultra-high-speed camera to carry out inspection and troubleshooting
on the completed wafer level optical inspection machine to ensure proper
functioning of the machine. For the commencement of development works, our
Group is able to use existing software and resources such as using mechanical
design software to design the machine, using IT software for software
development, and outsourcing fabrication works for precision parts to
subcontractors.
Our R&D activities are led by Lee Kim Loon, our Engineering Director with the
assistance of our engineering team. For the avoidance of doubt, there is no designated
team for R&D activities as at the LPD and we optimise the use of shared resources
within the Engineering Department, whereby each manpower is able to perform all
functions within the department where required.
The total estimated development cost for our Group's new product and service portfolio
for ATE and IC assembly and test consumables is RM4.54 million. The aforesaid
estimated development costs include the purchase cost for the R&D tools (amount to
RM1.76 million) which will be financed via our Group's IPO proceeds whilst the
remaining estimated development cost (amount to RM2.78 million) which comprises
the estimated raw material costs (amount to RM0.95 million) and estimated labour cost
(amount to RM1.83 million) will be financed via internally generated funds and / or bank
borrowings of our Group.
For the R&D activities related to the development of the above new products and
services, including the development of prototypes, we intend to purchase R&D tools as
follows:

126
126
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Type of R&D tools Description

Shortwave infrared Includes high resolution camera with shortwave infrared


(SWIR) camera, 3D technology for image capturing, 3-dimensional image
Image Process System processing system for visualising, processing, and
and accessories analysing 3D image data, and motorised infrared lenses
Multi axis wafer handling Includes wafer robot with dual-arm, mapping sensors,
robot & rotary chuck wafer pre-aligner and multi-axis translation stage
Base structure with Includes metal structure, circulation module software,
vision gantry, X-Y robot, robot slider, controller, programming pad, regenerative
and actuation control unit, controlling software, measurement unit, electric
module power supply, movable cable, adjuster kit, module
connection kit and linear conveyor
Ultra-high-speed Includes high speed camera with wide spectral range,
camera high global shutter and pixel clock speed to capture clear
images of fast-moving objects
IT hardware and Includes laptop, industrial grade computers, mechanical
software design software, vision image processes software,
motion control software and software for equipment
communication interface protocol

Please refer to Section 4.5.3(i) of this Prospectus for further details on the utilisation of
our IPO proceeds in relation to the purchase of R&D tools for the development of the
above new products and services (amount to RM1.76 million).

(ii) Enhancement of factory automation solutions


We have technical know-how within the IC assembly and test segment and
understanding of our customers' operational needs for factory automation solutions.
With this technical know-how and understanding, we currently provide factory
automation customisation for ATE which allows remote management and monitoring,
data-driven visualisation and analysis during production process.
Moving forward, we intend to further enhance our factory automation solutions which
involves R&D activities to design, develop and integrate hardware and software, as
well as prototyping, testing and commissioning of the factory automation solutions.

We intend to purchase R&D tools which will be used for the R&D activities and
development of prototypes, as follows:
Type of R&D tools Description

Smart factory mock-up A mock-up smart factory which is equipped with


and facility setup, and collaborative robot technology, horizontal and vertical
autonomous mobile robot lidar scanners, camera, sensors, charging station, and
racking systems to test the performance of the in-house
developed smart factory functions
IT hardware and software Includes laptop, industrial grade computers, mechanical
design software, motion control software and software
for equipment communication interface protocol

Through the enhancement of our factory automation solutions, we will be able to


capture a wider customer base amidst the growing trend for factory automation and the
shift from manual or semi-automated processes towards automated processes. The
success in developing a range of factory automation solutions that cater to global
demand and requirements is expected to contribute to the growth in our ATE and
factory automation business segment.

127
127
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

In line with our Group's intention to enhance our factory automation solutions, we intend
to hire additional engineers to assist in the growth and enhancement of our factory
automation solutions. For the avoidance of doubt, our Group intends to maintain a
conservative approach to our hiring practices. As such, our Group intends to hire
additional engineers only when justified by increases in demand and orders from our
customers. Purely for illustration purpose, assuming our Group operates at full
capacity, we may recruit an additional of 6 engineers and 1 engineering manager to
grow and enhance our factory automation solutions.

The total estimated development cost for the enhancement of factory automation
solutions is RM2.22 million. The aforesaid estimated development costs include the
purchase cost for the R&D tools (amount to RM1.34 million) which will be financed via
our Group's IPO proceeds whilst the remaining estimated development cost (amount
to RM0.88 million) which comprises the estimated raw material cost (amount to RM0.08
million) and estimated labour cost (amount to RM0.80 million) will be financed via
internally generated funds and / or bank borrowings of our Group.

In terms of floor space, our Group's current floor space in Lot 9 Asasjaya allocated for
D&D activities is approximately 1,000 sq. ft.. Upon the completion of construction of
the Proposed Batu Kawan Factory, we intend to allocate 4,000 sq. ft. for D&D and R&D
activities.

Please refer to Section 4.5.3(ii) of this Prospectus for further details on the utilisation
of our IPO proceeds in relation to the purchase of R&D tools for the enhancement of
factory automation solutions (amount to RM1.34 million).

7.5 PRINCIPAL BUSINESS SEGMENTS AND MARKET

The breakdown of our Group's revenue segmentation by business segment is as follows:

Principal products Audited


and services FYE 2019 FYE 2020 FYE 2021 FYE 2022
RM'000 % RM'000 % RM'000 % RM'000 %

Design and assembly 5,236 42.31 7,694 46.11 10,229 42.71 12,716 52.20
of IC burn-in boards
and supply of PCBs

Supply and 5,569 45.01 6,241 37.41 7,504 31.33 4,741 19.46
refurbishment of IC
assembly and test
consumables

Design, development 1,500 12.12 1,951 11.69 5,243 21.89 6,019 24.71
and assembly of ATE
and factory automation

Trading of operating 69 0.56 799 4.79 974 4.07 884 3.63


supplies, spare parts
and tools for IC
assembly and testing

Total revenue 12,374 100.00 16,685 100.00 23,950 100.00 24,360 100.00

The design and assembly of IC burn-in boards and supply of PCBs, and the supply and
refurbishment of IC assembly and test consumables represents our Group's biggest revenue
contributors, which combined accounted for 87.32%, 83.52%, 74.04% and 71.66% of total
revenue for the Financial Years Under Review.

The breakdown of our Group's revenue segmentation by geographical region is as follows:

128
128
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Audited
FYE 2019 FYE 2020 FYE 2021 FYE 2022
RM'000 % RM'000 % RM'000 % RM'000 %
Malaysia 11,849 95.76 16,206 97.13 18,998 79.32 18,906 77.61
Overseas
- Singapore 145 1.17 177 1.06 3,776 15.77 2,612 10.72
- China 78 0.63 156 0.93 774 3.23 - -
- Thailand 207 1.67 146 0.88 402 1.68 145 0.60
- United States 95 0.77 - - - - 2,697 11.07
525 4.24 479 2.87 4,952 20.68 5,454 22.39
Total 12,374 100.00 16,685 100.00 23,950 100.00 24,360 100.00

For the Financial Years Under Review, the revenue contribution from Malaysia accounted for
95.76%, 97.13%, 79.32% and 77.61% of total revenue, whilst revenue contribution from
overseas markets accounted for 4.24%, 2.87%, 20.68% and 22.39% of total revenue
respectively.

7.6 MAJOR CUSTOMERS

Our top 5 major customers and their respective revenue contribution for the Financial Years
Under Review are as follows:

FYE 31 December 2019

Major Customers Products and Length of Sales % of our


services sold (i) relationship as at Group's
the LPD * revenue
Years RM'000
Customer A(ii)^ (b), (d) 10 4,264 34.46
Infineon Technologies (a) 6 2,813 22.73
(Malaysia) Sdn Bhd
Customer B(iii)^ (a) 8 1,968 15.90
Customer C(iv)^ (c) 7 1,356 10.96
Customer D(v)^ (a) 19 685 5.54
Sub-total 11,086 89.59
Total revenue 12,374 100.00

FYE 31 December 2020

Major Customers Products and Length of Sales % of our


services sold (i) relationship as at Group's
the LPD * revenue
Years RM'000
Infineon Technologies (a) 6 6,229 37.33
(Malaysia) Sdn Bhd
Customer A(ii)^ (b), (d) 10 5,413 32.44
Customer C(iv)^ (c) 7 1,747 10.47
Customer D(v)^ (a) 19 1,413 8.47
Customer B(iii)^ (a) 8 555 3.33
Sub-total 15,357 92.04
Total revenue 16,685 100.00

129
129
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

FYE 31 December 2021

Major Customers Products and Length of Sales % of our


services sold (i) relationship as at Group's
the LPD * revenue
Years RM'000
Infineon Technologies (a) 6 8,490 35.45
(Malaysia) Sdn Bhd
Customer A(ii)^ (b), (d) 10 6,132 25.60
Skyworks Global Pte Ltd (c) 3 3,581 14.95
Customer D(v)^ (a) 19 2,077 8.67
Customer E(vi)^ (c) 3 541 2.26
Sub-total 20,821 86.93
Total revenue 23,950 100.00

FYE 31 December 2022

Major Customers Products and Length of Sales % of our


services sold (i) relationship as at Group's
the LPD * revenue
Years RM'000
Infineon Technologies (a) 6 9,082 37.28
(Malaysia) Sdn Bhd
Customer A(ii)^ (b), (d) 10 4,468 18.34
Company X(vii)^ (c) 1 2,697 11.07
Customer D(v)^ (a) 19 2,223 9.13
Skyworks Global Pte Ltd (c) 3 1,611 6.61
Sub-total 20,081 82.43
Total revenue 24,360 100.00

Notes:

* The length of relationship was calculated based on the date of first purchase order
received by our Group.

^ The names of these major customers have not been disclosed as our Group had
sought consent from these major customers for disclosure of the information required
in this Prospectus but such consent had not been granted.

(i) The category of products and services sold are as follows:


(a) Design and assembly of IC burn-in boards and supply of PCBs
(b) Supply and refurbishment of IC assembly and test consumables
(c) Design, development and assembly of ATE and factory automation
(d) Trading of operating supplies, spare parts and tools for IC assembly and
testing
(ii) Customer A is a company incorporated in Malaysia which is involved in the
manufacturing of illumination products in Malaysia. It is a subsidiary of a holding
company incorporated in the Netherlands which is involved in the research and
development and manufacturing of automotive products, illumination and specialty
products. Both Customer A and its holding company are not listed on any stock
exchange. The group's principal market includes the America, Asia, and Europe. For
information purposes, the revenue recorded by Customer A decreased by
approximately 21.80% from its financial year ended 2019 to 2021. In addition, the GP
margin and PAT margin of Customer A had also decreased from its financial year
ended 2019 to 2021. Despite the decrease in the financial performance of Customer
A, the revenue contribution from Customer A to our Group had increased from RM4.26
million in FYE 2019 to RM6.13 million in FYE 2021 due to higher purchase orders
received from Customer A on our supply and refurbishment of IC assembly and test
consumables.

130
130
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

(iii) Customer B was a company incorporated in Malaysia which was involved in the
manufacturing and sub-assembly of semiconductor components. It was a subsidiary of
a holding company incorporated in the United States which is involved in the design,
development and supply of semiconductor and infrastructure software solutions.
Customer B is not listed in any stock exchange and its holding company is listed on
Nasdaq. For information purposes, Customer B and Customer D were held by the
same holding company which is listed on Nasdaq. Customer B and Customer D were
separate entities despite being in the same group of companies until the two entities
were amalgamated in April 2020, in which all the assets held by Customer B was
transferred or vested to Customer D and dissolved. We continued the business
relationship under Customer D in the FYE 2021. The enlarged group's principal market
includes the America, Asia, Europe and the Middle East.
(iv) Customer C is a company incorporated in Malaysia which is a supplier and
manufacturer of solid-state storage systems and other electronic storage systems. It is
a subsidiary of a holding company incorporated in the United States which is a
developer, manufacturer and provider of data storage devices and solutions. Customer
C is not listed in any stock exchange and its holding company is listed on Nasdaq. The
group's principal market includes United States, China (including Hong Kong), rest of
Asia, Europe, Middle East and Africa.
(v) Customer D is a company incorporated in Malaysia which is involved in the
manufacturing of semiconductors and related solid-state devices in Malaysia. It is a
subsidiary of a holding company incorporated in the United States which is involved in
the design, development and supply of semiconductor and infrastructure software
solutions. Customer D is not listed in any stock exchange and its holding company is
listed on Nasdaq. For information purposes, Customer B and Customer D were held
by the same holding company which is listed on Nasdaq. Customer B and Customer D
were separate entities despite being in the same group of companies until the two
entities were amalgamated in April 2020, in which all the assets held by Customer B
was transferred or vested to Customer D and dissolved. We continued the business
relationship under Customer D in the FYE 2021.The enlarged group's principal market
includes the America, Asia, Europe and the Middle East.
(vi) Customer E is a company incorporated in China which is a manufacturer and distributor
of computer peripherals such as solid-state disks, memory cards, memory sticks, card
readers and wireless flash drives. It is a subsidiary of a holding company incorporated
in the United States which is a developer, manufacturer and provider of data storage
devices and solutions. Customer E is not listed in any stock exchange and its holding
company is listed on Nasdaq. The group's principal market includes United States,
China (including Hong Kong), rest of Asia, Europe, Middle East and Africa.
(vii) Company X is a company incorporated in the United States which is involved in the
manufacturing of semiconductor test equipment such as strip test, laser mark and film
frame handlers. Company X has a manufacturing and support facility in Penang.
Company X is not listed in any stock exchange and its holding company is listed on
Nasdaq (i.e. the acquisition of Company X by its holding company was announced on
30 January 2023; and its holding company is involved in the manufacturing of test and
handling equipment, thermal subsystems, interface solutions, vision inspection and
metrology, and micro-electromechanical systems test solutions). Company X’s
principal market includes the United States, China, Taiwan, Korea, Philippines,
Singapore, Malaysia, Morocco, Thailand and Europe. For the FYE 2022, our Group
functions as a subcontractor for the assembly of ATEs to Company X. Company X is
also our supplier for the FYE 2022 as we had purchased the raw materials required to
assemble the ATEs from Company X. Such arrangement would allow Company X to
clear the inventories initially purchased for its own use whilst at the same time, enable
our Group to shorten the lead time to complete the ATE machines as opposed to
sourcing the raw materials from other suppliers. For the avoidance of doubt, the
aforementioned arrangement is a one-off arrangement between our Group and
Company X.

131

131
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

For the Financial Years Under Review, our top 5 major customers contributed RM11.09 million,
RM15.36 million, RM20.82 million and RM20.08 million to our Group's total revenue (or 89.59%,
92.04%, 86.93% and 82.43% of our Group's total revenue).
We are dependent on our top 2 major customers, namely Infineon Technologies (Malaysia)
Sdn Bhd and Customer A as these top 2 major customers collectively contributed 57.19%,
69.77%, 61.05% and 55.62% to our total revenue for the Financial Years Under Review,
respectively. Infineon Technologies (Malaysia) Sdn Bhd and Customer A have been our
customers for the past 6 years and 10 years, respectively. Our Group's sales to Infineon
Technologies (Malaysia) Sdn Bhd and Customer A are transacted based on purchase order
basis. In the event these top 2 major customers cease to purchase our products and services,
we may experience reduction in purchase orders which could result in a loss of revenue, if we
are not be able to replace these customers with new customers or with additional orders from
existing customers in a timely manner. Please refer to Section 9.1.1 of this Prospectus for the
risk factor involving our dependency on our top 2 major customers.

7.7 MAJOR SUPPLIERS

Our top 5 major suppliers for the purchase of materials and services for the Financial Years
Under Review are as follows:

FYE 31 December 2019

Major Suppliers Products / services Length of Purchases % of our


sourced relationship as at Group's
the LPD * purchases
Years RM'000
Norsun Circuited PCBs 16 1,447 20.75
Enterprise Co Ltd
Supplier A(i)^ Outsource services – 6 1,370 19.64
residue removal,
surface cleaning and
surface micro etching
Ultimate Technology Fabrication and metal 4 800 11.47
Sdn Bhd works
Supplier B(ii)^ Fabrication and metal 4 614 8.80
works
Speedy Circuits Co Ltd PCBs 12 574 8.23
Sub-total 4,805 68.89
Total purchases 6,974 100.00

FYE 31 December 2020

Major Suppliers Products / services Length of Purchases % of our


sourced relationship as at Group's
the LPD* purchases
Years RM'000
Supplier B(ii)^ Fabrication and metal 4 1,266 14.63
works
Norsun Circuited PCBs 16 1,242 14.35
Enterprise Co Ltd
Ultimate Technology Fabrication and metal 4 884 10.21
Sdn Bhd works
Supplier C(iii)^ PCBs 12 681 7.87
Supplier D(iv)^ Outsource services - 2 655 7.57
surface micro etching
Sub-total 4,728 54.63
Total purchases 8,655 100.00

132

132
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

FYE 31 December 2021

Major Suppliers Products / services Length of Purchases % of our


sourced relationship as at Group's
the LPD * purchases
Years RM'000
Norsun Circuited PCBs 16 1,695 16.14
Enterprise Co Ltd
Supplier E(v)^ Connectors and 3 1,445 13.76
sockets
Supplier C(iii)^ PCBs 12 1,252 11.92
Supplier F(vI)^ Fabrication and metal 2 694 6.61
works

AQ Equipment (M) Fabrication and metal 2 685 6.52


Sdn Bhd works, operating
supplies,
maintenance, repair
and others
Sub-total 5,771 54.95
Total purchases 10,501 100.00

FYE 31 December 2022

Major Suppliers Products / services Length of Purchases % of our


sourced relationship as at Group's
the LPD * purchases
Years RM'000
Company X (vii)^ Automation parts 1 3,324 24.49
Norsun Circuited PCBs 16 1,428 10.53
Enterprise Co Ltd
Supplier E(v)^ Connectors and 3 1,376 10.14
sockets
Supplier C(iii)^ PCBs 12 1,264 9.32
Speedy Circuits Co PCBs 12 650 4.79
Ltd
Sub-total 8,042 59.27
Total purchases 13,569 100.00

Notes:
* The length of relationship was calculated based on the date of first purchase order
issued by our Group.

^ The names of these major suppliers have not been disclosed as our Group had sought
consent from these major suppliers for disclosure of the information required in this
Prospectus but such consent had not been granted.

(i) Supplier A is a company incorporated in Malaysia which is involved in general trading


and provision of subcontracting services including coating and sand coating services in
Malaysia. Supplier A is not listed on any stock exchange.

We had undertaken process optimisation to streamline the surface treatment processes


for CSP carriers. As such, the residual removal and surface cleaning processes which
were previously carried out by Supplier A had been eliminated while the integration of
surface etching during the fiducial ink removal process is now able to achieve the
required surface quality without the residual removal and surface cleaning processes.
Hence, we stopped purchasing the services from Supplier A.

133
133
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

(ii) Supplier B is a company incorporated in Malaysia which is involved in the provision of


integrated services in fabricating precision tooling and mechanical parts, trim and form
parts, mould parts, engineering plastic parts and metal fabrication parts in Malaysia.
Supplier B is not listed on any stock exchange.

(iii) Supplier C is a company incorporated in China which is involved in the manufacturing


of PCBs in United States, Asia, and Europe. It is a subsidiary of a holding company
incorporated in China which is involved in the manufacturing of PCBs and IC Substrate,
and e-hardware design. The holding company of Supplier C is listed on Shenzhen
Stock Exchange.

(iv) Supplier D is a company incorporated in Malaysia which is involved in general trading


and provision of subcontracting services including coating and sand coating services in
Malaysia. Supplier D is not listed on any stock exchange.

We purchased surface micro etching services from Supplier D in the FYE 2020. As we
further enhanced the CSP carrier production process during the FYE 2021, we further
eliminated the need to perform surface micro etching process and consequently ceased
purchasing these services from Supplier D in the FYE 2021.

(v) Supplier E is a company incorporated in Singapore which is involved in the distribution


of electronic components globally. Supplier E is not listed on any stock exchange.

(vi) Supplier F is a company incorporated in Malaysia which is involved in the provision of


manufacturing solutions in Malaysia. It is a subsidiary of a holding company
incorporated in Thailand which is involved in the design and engineering, prototyping
and tooling, and setup and onsite training of automation solutions. Both Supplier F and
its holding company are not listed on any stock exchange.

(vii) Company X is also our customer for the FYE 2022. Further details on Company X are
as set out in Section 7.6 Note (vii).

We are not dependent on any of our top 5 major suppliers as we are able to source the same
supplies from alternative suppliers at similar prices. The products and services supplied by our
top 5 major suppliers are commonly available electronic products such as PCBs, connectors
and sockets that can be sourced locally or overseas, as well as fabrication works readily
available in Malaysia.

134
134
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

7.8 OPERATIONAL PROCESSES

The typical process flows for our Group's 3 main principal activities are as follows:

7.8.1 Design and assembly of IC burn-in boards and supply of PCBs

(i) Sales and design

New customers
Upon the receipt of sales enquiries from customers, we will initiate discussions
with them to understand the detailed specifications and requirements which are
based on the type of IC packages and type of reliability tests to be conducted,
the IC burn-in system used by our customers and applications of the end-
products for PCBs. We will submit our Group's profile and quotations for our
customer to be listed in their approved vendor list.

Thereafter, we will design the configuration of IC burn-in boards and PCBs,


and create prototypes based on the discussions to meet our customers'
specifications and requirements, and thereafter submit the prototypes for our
customers' supplier qualification processes. Upon the evaluation and approval
on the quality of our IC burn-in boards and PCBs, our Group will be listed as a
qualified supplier for IC burn-in boards and PCBs by our customers.

Existing customers

Upon the receipt of sales enquiries from customers, we will initiate discussions
with them to understand the detailed specifications and requirements. We will
design the configuration of IC burn-in boards and PCBs, and create prototypes
(if required by our customers) based on the discussions to meet our customers'
specifications and requirements, and thereafter submit quotations to our
customers.

135

135
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

(ii) Procurement

Upon receiving purchase orders, we will forward the designs of the IC burn-in
boards and PCBs to our subcontractors for the fabrication of PCBs, surface
mounting or wave soldering to affix the test sockets and electronics
components. We will also source contact terminals, metal brackets and
heatsink from our suppliers, which will be assembled by our in-house technical
personnel onto the IC burn-in boards or PCBs received from our sub-
contractors. The incoming supplies will undergo quality checks before they are
stored in our inventory. Incoming supplies with incorrect specifications or with
defects will be returned to our subcontractors and suppliers.

(iii) Assembly, quality control inspections, packing and delivery

IC burn-in boards

Upon the receipt of PCBs, contact terminals, metal brackets and heatsink, we
will assemble the contact terminals, metal brackets and heatsink onto the
fabricated PCBs based on the designs of the IC burn-in boards. Thereafter the
IC burn-in boards will undergo quality control inspections on the contact
terminals, metal brackets and heatsink installed, soldering and screwing
quality using microscope, as well as electrical connectivity using test meter.

Upon the completion of quality control inspections, we will attach Kapton tape
on both sides of the IC burn-in boards gold finger to protect from contamination
and oxidation, prior to packing and delivery to customers.

PCBs

Upon the receipt of PCBs, we will conduct quality control inspections which
include visual inspection and electrical testing as and when required, prior to
packing and delivery to our customers.

7.8.2 Supply and refurbishment of IC assembly and test consumables

136
136
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

New IC assembly and test consumables

(i) Sales and design

New customers

Upon the receipt of sales enquiries from customers, we will initiate discussions
with them to understand the detailed specifications and requirements of the IC
assembly and test consumables. We will submit our Group's profile and
quotations for our customer to be listed in their approved vendor list.
Thereafter, we will design the IC assembly and test consumables, and create
prototypes based on the discussions to meet our customers' specifications and
requirements, and thereafter submit the prototypes for our customers' supplier
qualification processes. Upon the evaluation and approval on the quality of our
IC assembly and test consumables, our Group will be listed as a qualified
supplier for IC assembly and test consumables by our customers.

Existing customers

Upon the receipt of sales enquiries from customers, we will initiate discussions
with them to understand the detailed specifications and requirements. We will
design the IC assembly and test consumables, and create prototypes for every
new IC assembly and test consumables model based on the discussions to
meet our customers' specifications and requirements, and thereafter submit
quotations to our customers.

(ii) Procurement

Upon receiving purchase orders, we will proceed to source for supplies from
our suppliers. We will also forward the designs of the IC assembly and test
consumables to our subcontractors for processes such as fabrication, and
surface finishing. The incoming supplies will undergo quality checks before
they are stored in our inventory. Supplies with incorrect specifications or with
defects will be returned to our suppliers.

(iii) Production, quality control inspections, packing and delivery

CSP carriers

The in-house production process of CSP carriers begin with micro fiducial
printing on bare metal plates sourced from suppliers, using the silk screen
printing machine and is based on the design of the CSP carriers. Thereafter,
the CSP carriers will be cured and undergo laser marking of 2D barcodes using
the laser mark machine which will embed information such as production date,
serial number and our Group's ID.

The 2D barcodes on the CSP carriers will be checked using a code reader to
ensure readability, and our system database will validate the 2D barcodes and
ensure that there is no duplication of 2D barcodes. Subsequently, the CSP
carriers will undergo quality control inspections, where the micro fiducial marks
on the CSP carriers will be inspected using the automated visual inspection
system (dimensional pattern inspection) and undergo visual inspection for
contaminations. The CSP carriers will be cleaned using an elastomer roller if
contaminants are spotted.

Thereafter, the CSP carriers will be individually packed into protective bags to
protect the micro fiducial marks before they are labelled and delivered to
customers.

137
137
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Other IC assembly and test consumables

Upon the receipt of other types of IC assembly and test consumables, we will
conduct visual inspection, prior to packing and delivery to our customers.

Refurbished IC assembly and test consumables

We will also receive sales enquiries for the refurbishment of IC assembly and test
consumables, in which we will request our customers to deliver the used IC assembly
and test consumables to our factory.

Upon the receipt of IC assembly and test consumables from customers, we will proceed
with in-house refurbishment processes for the respective IC assembly and test
consumables which differ from one to another. Please refer to Section 7.2(ii) of this
Prospectus for information on the respective refurbishment processes of the IC
assembly and test consumables.

Upon the completion of refurbishment processes, we will conduct quality control


inspections, prior to packing and delivery to our customers.

7.8.3 Design, development and assembly of ATE and factory automation

(i) Sales

Upon the receipt of sales enquiries from our customers, we will initiate
discussions with them to understand the detailed specifications and
requirements. We will create conceptual designs based on the discussions to
meet the specifications and requirements, and thereafter submit proposals with
our quotations.

138
138
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

(ii) Design

Once the proposals are approved and we received the purchase orders, we
will begin the mechanical designing of the ATE and factory automation where
we translate the conceptual designs into 2D and 3D mechanical drawings by
considering the dimensions, tolerances, ergonomics, design for
manufacturability and costs. Bill of material lists will be generated upon the
completion of the mechanical designing process.

We will also develop the motion control and / or vision inspection algorithm
which are compatible to the ATE and factory automation.

(iii) Procurement

We will forward the 2D drawings of the ATE and factory automation to our
subcontractors for the fabrication of internal precision parts such as base
plates, shafts, brackets, push pins, bearing housings, cylinder brackets, motor
housings, as well as metal structure. We will also source parts and components
such as motors, cameras, actuators, pneumatic cylinders, bearings, sensors,
industrial personal computers and driver cards from our suppliers. The
incoming supplies will undergo quality checks before they are stored in our
inventory. Incoming supplies with incorrect specifications or with defects will
be returned to our subcontractors and suppliers.

(iv) Assembly, wiring, software integration, testing, delivery

We will assemble the internal precision parts into the metal structure of the
ATE and factory automation in-house, and our subcontracted wiring
technicians will assemble the electrical wires into the ATE and factory
automation. Thereafter, we will integrate the motion control and / or vision
inspection algorithm with the ATE and factory automation, and set up and
commission the ATE and factory automation, all of which will be done in-house.

Factory acceptance test will be conducted prior to the shipment of the ATE and
factory automation to customers. Upon arriving at customers' site, we will install
and commission the ATE and factory automation, and site acceptance test will
be conducted as an official handover.

(v) After-sales

We provide our customers with a warranty period of up to 2 years after the


handover of the ATE and factory automation. Our warranty covers up to 2 times
maintenance services and replacement of non-wear and tear defective parts
and components of the ATE and factory automation. After the warranty period,
our customers are able to engage our Group for technical service support.

7.9 QUALITY CONTROL PROCEDURES AND CERTIFICATIONS

7.9.1 Quality control procedures

As part of our Group's commitment to ensure the quality of our products, we have
established quality control procedures and quality management systems within our
business processes. This is to ensure that our products consistently meet our
customers' desired specifications and requirements, so as to uphold our commitment
in providing quality products to our customers.

The quality standards that our Group adheres to is attested by our quality control
procedures as disclosed in Section 7.8 of this Prospectus.

139
139
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

7.9.2 Standards and certifications

As a testament to our Group's emphasis and commitment to the quality of our products,
we have received the following internationally-recognised quality certifications:
Company Standard / Certification Date Current Scope of certification
Certification body first validity
awarded period
ETSB ISO Warringtonfire 20 17 Manufacturing of CSP
9001:2015 Testing and January January metal carrier substrate,
Quality Certification 2016 2022 – aging PCB and
Management Limited t/a BM 19 industrial material
System TRADA Chiltern January (substrate cleaner,
House 2025 automation parts,
electronics part and
accessories) and CAM
(software) conversion
services
DTSB ISO Warringtonfire 20 17 Supply of industrial
9001:2015 Testing and January January material (such as
Quality Certification 2016 2022 – metal carrier
Management Limited t/a BM 19 substrate,
System TRADA Chiltern January semiconductor tape
House 2025 and accessories) and
cleaning services

7.10 TECHNOLOGY
Our Group adopts the following technologies for our business:
Technology Description

Solidworks A mechanical design software which is used for the development of


2D and 3D drawings of ATE designs and IC burn-in boards.
Halcon 18.11 – A vision image processing library support with vision inspection
Steady edition software development, that has comprehensive 3D vision and deep
learning algorithms which is used in areas of imaging such as blob
analysis, morphology, matching, measuring and identification.
Microsoft Visual A software studio to support C++ and C# programming of ATE, and
Studio to develop the ATE's graphical user interface for motion control.
Neurocle (deep An artificial intelligence and deep learning software which is used for
learning library) image processing, image learning and teaching for vision inspection
solutions.

7.11 TYPES, SOURCES AND AVAILABILITY OF SUPPLIES


The services and supplies that we source are readily available from local and foreign
subcontractors and suppliers. We generally take into subcontractors and suppliers lead time to
prevent potential disruption to our business operations. All subcontractors and suppliers are
evaluated in terms of pricing, production capabilities, range and technical specifications of
supplies, ability to meet our quality requirements and delivery in a timely manner.
We also carry out qualification process on our subcontractors and suppliers where we require
them to submit their company profiles, quotations and prototypes (if product qualification test is
required) to evaluate their quality of services and products and pricing. Our subcontractors and
suppliers may also subject to annual performance assessment and rating. This is to ensure the
quality of services and supplies used in our business operations.

140

140
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

We did not experience any major interruption from the sourcing of services and supplies in the
Financial Years Under Review.
The details of the main supplies that we purchased for the Financial Years Under Review are
as follows:
FYE 2019 FYE 2020 FYE 2021 FYE 2022
RM'000 % RM'000 % RM'000 % RM'000 %
Subcontracted works:
PCB fabrication 2,538 36.39 2,567 29.66 3,422 32.59 3,544 26.11
Metal fabrication works 1,790 25.67 2,437 28.16 1,915 18.24 1,796 13.24
Plating and soldering works 1,617 23.19 1,314 15.18 817 7.78 799 5.89
Collet and testing probe pin 108 1.55 296 3.42 144 1.37 82 0.60
fabrication
Connectors and sockets 318 4.56 575 6.65 1,790 17.04 1,861 13.72
Automation components 234 3.36 518 5.98 912 8.69 4,496 33.13
Vision software and hardware - - 89 1.02 569 5.42 220 1.62
Steel and plastic materials 98 1.40 159 1.83 231 2.20 120 0.88
Operating supplies and MRO 193 2.77 175 2.02 213 2.03 191 1.41
Cleanroom consumables 5 0.07 418 4.83 190 1.81 165 1.22
Electronic components 42 0.60 86 1.00 162 1.54 274 2.02
Others(1) 31 0.44 21 0.25 136 1.29 21 0.16
Total purchases 6,974 100.00 8,655 100.00 10,501 100.00 13,569 100.00
Note:
(1) Others comprise cutting tools and boards, solder wire and paste, among others.
For clarification purposes, the increase in the purchase of automation components was due to
the order received from Company X in which our Group functions as a subcontractor for the
assembly of ATEs to Company X. Please refer to Section 7.6 of this Prospectus for further
details on Company X.
7.12 OPERATING CAPACITY AND UTILISATION
Our 3 main principal activities are:
(i) Design and assembly of IC burn-in boards and supply of PCBs;
(ii) Supply and refurbishment of IC assembly and test consumables; and
(iii) Design, development and assembly of ATE and factory automation.
Within these principal activities, the activities that are carried out in our factory which occupies
our manpower and production floor space in the Financial Years Under Review are:
(i) Assembly of IC burn-in boards;
(ii) Production of CSP carriers and refurbishment of PCB gold fingers; and
(iii) Assembly of ATE and factory automation.
Hence, the annual capacity, annual output and utilisation rate for these 3 activities are
computed, as follows:
(i) Assembly of IC burn-in boards
Upon receiving the fabricated PCBs from our subcontractors, we assemble contact
terminals, metal brackets and heatsinks into the PCBs to form the IC burn-in boards.
Our capacity for the assembly of IC burn-in boards is based on the manpower of our
factory in the Financial Years Under Review at 1 shift per day of 10.5 hours including
average overtime.
Hence, the annual capacity for the assembly of IC burn-in boards is calculated by
multiplying the following factors:

141

141
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

 the number of workers assigned to produce IC burn-in board;


 total working hours of 10.5 hours per day, 5.5 working days per week and 52
weeks per year;
 an estimated 50.00% of the worker’s working hour is allocated for the assembly
of IC burn-in boards (i.e. the remaining 50.00% of the worker’s working hour is
used to carry out other activities as our workers does not focus on the
production of 1 product); and
 an estimated average production of 37 units of IC burn-in board per day, which
translates to an approximately 3.53 units of IC burn-in board produced per hour.

Based on the parameters as stated above, our annual capacity, annual output and
utilisation rate for the assembly of IC burn-in boards in the Financial Years Under
Review are as follows:

IC burn-in boards FYE 2019 FYE 2020 FYE 2021 FYE 2022

Annual capacity (pieces) 21,200(i) 26,500(ii) 26,500(ii) 26,500(ii)


Annual output (pieces) 14,874 15,905 19,875 20,688
Utilisation rate (%) 70.16 60.02 75.00 78.07

Notes:

(i) Derived based on 4 workers assigned to produce IC burn-in board.


(ii) Derived based on 5 workers assigned to produce IC burn-in board.

(ii) Production of CSP carriers and refurbishment of PCB gold fingers


Our Group produces CSP carriers in-house. Our capacity for the production of CSP
carriers is based on the manpower of our factory in the Financial Years Under Review,
1 shift per day of 10.5 hours including average overtime and the maximum production
capacity of the machineries (i.e. as at the LPD, our Group has 4 automated optical
inspection equipment ("AOI"), 2 silk screen printing machine, 3 laser marking machine,
1 scanning machine and 1 packing machine) installed at our factory. As at the LPD, the
limitation factor of our production capacity is based on the number of AOI that our Group
currently has.
Hence, the annual production capacity is calculated by multiplying the following factors:

 4 units of AOI;
 approximately 30.30 units of CSP carrier produced in an hour based on an
average production cycle time of 1.98 minutes for each CSP carrier; and
 total working hours of 10.5 hours per day, 5.5 working days per week and 52
weeks per year
Based on the parameters as stated above, our annual capacity, annual output and
utilisation rate for the production of CSP carriers in the Financial Years Under Review
are as follows:
CSP carriers FYE 2019 FYE 2020 FYE 2021 FYE 2022

Annual capacity (pieces) 364,000 364,000 364,000 364,000


Annual output (pieces) 244,870 211,857 260,000 197,483
Utilisation rate (%) 67.27 58.20 71.43 54.25

142
142
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Our Group is also involved in the refurbishment of PCB gold fingers. Our capacity for
the refurbishment of PCB gold fingers is based on the manpower of our factory in the
Financial Years Under Review, 1 shift per day of 10.5 hours including average overtime
and the maximum refurbishment capacity of the machineries installed at our factory.
As at the LPD, the limitation factor of our production capacity is based on the number
of employees assigned to carry out refurbishment work. Hence, our annual
refurbishment capacity is calculated by multiplying the following factors:

 the number of workers assigned to carry out refurbishment works for PCB gold
fingers;
 total working hours of 10.5 hours per day, 5.5 working days per week and 52
weeks per year; and
 an estimated duration of 25 hours per worker to complete the refurbishment of
1 PCB gold finger, which translates to a weekly refurbishment capacity of
approximately 2.3 PCB gold finger
Based on the parameters as stated above, our annual capacity, annual output and
utilisation rate for the refurbishment of PCB gold fingers in the Financial Years Under
Review are as follows:
PCB gold fingers FYE 2019(i) FYE 2020 FYE 2021 FYE 2022

Annual capacity (pieces) - 360(ii) 120(iii) 120(iii)


Annual output (pieces) - 292 87 48
Utilisation rate (%) - 81.11 72.50 40.00
Notes:
(i) There were no operating capacity and utilisation recorded in the FYE 2019 as
we commenced the operations of our PCB gold fingers refurbishment works in
FYE 2020.
(ii) Derived based on 3 workers assigned to carry out refurbishment works.
(iii) Derived based on 1 worker assigned to carry out refurbishment works.

(iii) Assembly of ATE and factory automation

Our Group assembles ATE and factory automation using the internal precision parts
and metal structures fabricated by our subcontractors, as well as parts and components
purchased from our suppliers. Our capacity for the assembly of ATE and factory
automation is based on the production floor space allocated for the assembly of ATE
and factory automation and 1 shift per day of 10.5 hours including average overtime.
Hence, our capacity for the assembly of ATE and factory automation is calculated
based on 1,000 sq. ft. of production floor space, total working hours of 10.5 hours per
day, 5.5 working days per week and 52 weeks per year. The production of ATE and
factory automation involves product design and development, sourcing of raw materials
(e.g. for machine parts, and surface treatment and finishing), fabrication by
subcontractors, assembly works, installation and commissioning works.

Due to the presence of the multiple stages and involvement of various resources in
each stage of the production of ATE and factory automation, it is difficult for our Group
to estimate the annual capacity based on the conventional measurement of capacity
using the abovementioned factors. However, based on our Group's past experience
and track record in the Financial Years Under Review, it takes approximately 4 months
to complete an ATE.

143

143
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Based on the abovementioned, our annual capacity, annual output and utilisation rate
for the assembly of ATE and factory automation in the Financial Years Under Review
are as follows:

ATE and factory FYE 2019 FYE 2020 FYE 2021 FYE 2022
automation

Annual capacity (units) 2(i) 3 3 9(ii)


Annual output (units) 1 1 3 8
Utilisation rate (%) 50.00 33.33 100.00 88.89

Notes:

(i) EVSB commenced operations in April 2019 when the company was
incorporated on 11 April 2019. With that, our Group has approximately 2
remaining cycles of 4 months for the FYE 2019. This brings the annual capacity
to 2 units that can be produced by our Group in the FYE 2019.

(ii) The increase in capacity arises from the relocation of our ATE assembly to Lot
9 Asasjaya in June 2022 which has a built-up area of approximately 4,000 sq.
ft.. With the enlarged floor space, we are able to assemble 4 units of ATE at
one point in time with a similar duration of approximately 4 months to complete
1 ATE. Hence, we estimate the annual capacity for our ATE in the FYE 2022
to be at 9 units based on the following assumptions:

 between January and April 2022, we were able to assemble 1 unit of


ATE in our old factory located at No. 22, Lorong Impian Ria 4, Taman
Impian Ria, 14000 Bukit Mertajam, Pulau Pinang;
 between May and August 2022, we were able to assemble 4 units of
ATE, factoring in the relocation of assembly works from our old factory
to Lot 9 Asasjaya in June 2022; and
 between September and December 2022, we were able to assemble 4
units of ATE at Lot 9 Asasjaya.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

144
144
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

7.13 SALES AND MARKETING ACTIVITIES

Our sales and marketing activities are spearheaded by Chin Yong Keong and Khong Chee
Seong, who oversee the planning and execution of sales and marketing activities. They are
assisted by our sales and marketing team who are responsible for attending to customers'
enquiries, preparing proposals and quotations, as well as following up with customers on
proposal acceptance. Our sales and marketing activities include:

(i) Referrals from existing customers and business associates

We receive referrals from existing customers and business associates who


recommend us to potential customers. Our sales and marketing team will approach
these referral customers to present our range of products, services, as well as our
expertise in engineering support for IC assembly and test processes in the
semiconductor industry. Upon these referrals, we will handle the potential customers
by responding to product inquiries, customisation requirements, preparing quotations,
followed by the fulfilment of our products and services.

(ii) Direct approach

Our sales and marketing team identifies IDMs and OSATs which can be our potential
customers. Thereafter we will approach these companies through cold calls and emails
to present our Group, range of product and service offerings, as well as our expertise
in engineering support for IC assembly and test processes in the semiconductor
industry.

(iii) Appointed distributor in overseas market

We have appointed a distributor in the Philippines to undertake sales and marketing


activities, customer service, installation and commissioning of our products and services,
and after sales services in the Philippines.

For information purposes, our Group had first engaged with Richetec Inc during a
tradeshow and during the said engagement we learnt that Richetec Inc were involved
in the distribution of semiconductor machines and components in the Philippines
market. Thereafter, we further engaged with Richetec Inc on the possibility of us
working with them to market / distribute our Edelteq's product in the Philippines market
targeting several multinational companies ("MNCs") operating in the semiconductor
industry in Philippines. This will allow our Group to grow geographically on a faster
pace versus us setting up our own office.

Further, based on the IMR Report, the semiconductor industry is a major contributor to
Philippines' economy, whereby semiconductor components / devices contributed
47.60% to the country’s total exports in 2022. The export of semiconductor components
/ devices grew from PHP1.04 trillion (RM88.75 billion) in 2017 to PHP1.59 trillion
(RM128.41 billion) in 2022 at a CAGR of 8.86%.

As such, our Group had appointed Richetec Inc to aid in our penetration of the
Philippines market. We opined that having a distributor with a semiconductor
background and customer base could accelerate the market penetration in the
Philippines. As at the LPD, there have been no services secured or provided through
Richetec Inc. Further details of our distributorship agreement with Richetec Inc are set
out below:

Distributor Country Current agreement's validity period

Richetec Inc Philippines 1 January 2023 – 31 December


2023(1)

145
145
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Note:

(1) Our Group intends to renew the appointment of Richetec Inc prior to its expiry.
Our Group first entered into an agreement with Richetec Inc on 1 January 2022.

For the avoidance of doubt, Richetec Inc's appointment only encompasses the
Philippines. Our Group's terms of appointment with Richetec Inc does not contain a
profit sharing and / or commission and is purely on a buy and sell basis.

(iv) Corporate website

We have established our corporate website at https://edelteq.com/ which provides


information on our Group, including our products and services to potential customers.
Enquiries through our corporate website are channelled back to our sales and marketing
team.

7.14 SEASONALITY AND CYCLICALITY

We do not experience any material seasonality or cyclicality in our business as the demand for
our products and services are neither subject to seasonal fluctuations nor cyclical variations.

THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

146
146
Registration
RegistrationNo. 201901033362
No.201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

7.15 EMPLOYEES

As at the LPD, we employ a total of 42 employees, all of which are permanent local employees. The table below sets out the breakdown of our
employees by business function or department for the Financial Years Under Review and as at the LPD:

Department / FYE 2019 FYE 2020 FYE 2021 FYE 2022 As at the LPD
Division
Permanent Contractual Permanent Contractual Permanent Contractual Permanent Contractual Permanent Contractual
local foreign local foreign local foreign local foreign local foreign

Executive Director 3 - 4 - 5 - 5 - 5 -
and Key Senior
Management
Engineering 3 - 4 - 7 - 10 - 10 -
Production 18 1 19 1 19 1 17 - 19 -
Finance 1 - 2 - 3 - 3 - 3 -
Human resource and 1 - 2 - 2 - 2 - 2 -
administration
Order fulfilment 1 - 2 - 2 - 1 - 1 -
Sales and marketing 2 - 2 - 2 - 1 - 1 -
Quality assurance and 1 - 1 - 1 - 1 - 1 -
quality control(1)
Total 30 1 36 1 41 1 40 - 42 -

Note:
(1) For clarification purpose, the functions of quality assurance and quality control are set out as below:

(i) Product quality management

(ii) Supplier and product qualification

(iii) Document control, record retention and warranty coordination

(iv) QMS & ISO compliant and certification

The quality assurance and quality control personnel is assigned to oversee the quality assurance and quality control processes undertaken by
the production workers during the course of carrying out their assembly, production and refurbishment works.

147
147
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

As at the LPD, our Group has 16 engineers (out of which 11 engineers have the relevant
qualifications and 5 engineers have the relevant technical capabilities accruing from their
experience in the industry). Further details of the engineers segregated by business function or
department are set out below:

Department / Division Number of engineers

Executive Director and Key Senior Management 4

Engineering 10

Production 2

Total 16

As highlighted in Section 7.2 of this Prospectus, our Group is involved in the design,
development and / or assembly of IC burn-in boards, PCBs, IC assembly and test consumables,
ATE and factory automation equipment, in which these activities are mainly carried out in-house
by our Engineering and Production Department. For clarification purpose, our D&D and R&D
initiatives are led by Lee Kim Loon, our Engineering Director with the assistance of our
engineering team.

Notwithstanding that our Group has a low headcount of 29 workers in our Engineering and
Production Department, certain operational processes for our Group's business segment
generally involve the similar procedures and sharing of resources, which in turn allows our
Group to maintain the minimum headcount for such processes. For information purposes, the
base of an IC burn-board is made up of a PCB. Therefore, the direct labour for the design stage
of both IC burn-in boards and PCBs frequently overlaps as our Group's employees partake in
the design of multiple products. For instance, our engineers are able to partake in the design of
the configuration of the IC burn-in boards and / or PCBs according to our customers'
requirements. Our workers in Production Department will also be able to conduct electrical
testing or visual inspection of the IC burn-in boards and / or PCBs and / or IC assembly and
test consumables in-house. Furthermore, our Group also outsources certain processes (i.e.
fabrication of PCBs, internal precision parts and metal structure of the ATE and factory
automation equipment, as well as render surface finishing services and electrical wiring works)
to our subcontractors.

Moving forward, our Group plans to recruit the additional technical personnel to cope and attend
to the growing demand and orders particularly in the ATE segment. Notwithstanding the above,
our Group plans to adopt a prudent approach in increasing its manpower and will only do so
when justified by increases in orders and overall growth in the segment.

Based on the above, our Group has sufficient workers to undertake our principal activities and
we have not experienced any major shortage of workers that has materially disrupted our
business operations during the Financial Years Under Review and up to the LPD. None of our
employees, whether permanent or contractual, belong to any labour union. In the Financial
Years Under Review and up to the LPD, we have not experienced any strikes or other
disruptions due to labour disputes.

148
148
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

7.16 D&D AND R&D

We undertake D&D and R&D efforts primarily for the development of standard platform ATE
and factory automation, as well as refurbishment methods. Our D&D initiatives are led by Lee
Kim Loon, our Engineering Director with the assistance of our engineering team. Our D&D and
R&D initiatives are as follows:

D&D by Products Year commenced Actual / Estimated


segment of development target development
principal completion cost
activities year (RM'000)
Design, Auto reel changer(1) August 2019 November -(1)
development 2019
and assembly Strip assembly December 2019 August 2020 -(1)
of ATE and handler(1)
factory
Auto reel detaper May 2020 October 2021 -(1)
automation
machine(1)
Wafer inspection August 2020 April 2021 -(1)
machine(1)
Burn-in board August 2020 April 2022 -(1)
inspection
handler(1)
Wafer level Q4 2022 Q4 2023 1,304(2)
automated optical
inspection(2)
Strip level Q3 2022 Q3 2023 949(2)
automated optical
inspection(2)
Smart burn-in Q3 2023 Q3 2024 788(2)
board sorter and
loader(2)
Intelligent burn-in Q4 2023 Q4 2024 907(2)
system(2)
Supply and Cantilever probe Q2 2023 Q2 2024 588(2)
refurbishment card(2)
of IC
assembly and
test
consumables

Notes:

(1) These old products (which are not prototypes) had been designed and developed by
us during the Financial Years Under Review based on the specification required by our
customers, in which they were sold as final products upon completion. As such, there
was no R&D involved for these products and we did not incur any development cost for
the D&D of these products.

(2) These new products (which are prototypes) as highlighted in Section 7.4.2 of this
Prospectus will be developed and commercialised after the completion of the relevant
R&D activities. As such, there are development cost to be incurred for the R&D and
D&D of these products.

149
149
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

Our R&D initiatives are carried out for new product development. Prior to FYE 2022, we did not
undertake any R&D activities nor record any R&D expenses.

Our D&D initiatives are continuous effort undertaken by our Group to design and develop
customised products according to the specific requirement of our customers. We did not record
any D&D expenses in the Financial Years Under Review as our past products (which are not
prototypes) have been designed and developed by us based on the specification required by
our customers in which they are sold as final products upon completion.

Notwithstanding the above, as highlighted in Section 7.4.2 of this Prospectus, we have identified
certain new products and services portfolio (which are prototypes) for ATE and IC assembly
and test consumables to be developed and commercialised after the completion of the relevant
R&D activities. As such, there are development cost to be incurred for the R&D and D&D of
these products.

The D&D tools that our Group utilises for the abovementioned D&D initiatives comprises
software such as Solidworks, Halcon 18.11 – Steady edition, Microsoft Visual Studio and
Neurocle (deep learning library). Please refer to Section 7.10 of this Prospectus for further
description on the abovementioned software.

Please refer to Section 7.4.2 of this Prospectus for further details on the new products and
services which we intend to develop which will be commercialised after the completion of the
relevant R&D activities.

7.17 INTERRUPTIONS TO OUR BUSINESS

Save for the temporary disruptions to our operations arising from the COVID-19 pandemic as
detailed below, our Group had not experienced any other interruptions in our operations which
had a significant effect on our operations.

7.17.1 Impact on our business operations arising from the COVID-19 pandemic

Pursuant to the outbreak of the COVID-19 pandemic in 2020, the Government of


Malaysia had implemented different forms of MCO from 18 March 2020 to contain the
spread of the virus. During this period, our Group was required to comply with the
changes in SOP outlined by MITI throughout the period.

Being involved in the provision of engineering support for IC assembly and test
processes in the semiconductor industry, our Group is considered an essential service
provider. Save for a temporary disruption to our business from 18 March 2020 to 18
April 2020 (i.e. imposition of 1st MCO) whereby our operations were temporarily
suspended, our Group was allowed to operate while complying with the SOP (e.g.
reduced workforce capacity) outlined by MITI throughout the period. The reduction of
workforce capacity, as per MITI's SOP during this period, did not result in material
adverse impact to our business and operations. Since August 2021, we have been
operating at full workforce capacity after 80.00% of our employees obtained 2 doses of
vaccination, as outlined by MITI.

Beginning 1 April 2022, Malaysia entered into the "Transition to Endemic" phase.
Among the relaxed rules and SOP include the abolishment of restrictions on business
operating hours (i.e. business owners are allowed to set the hours of operation
according to the terms of their business licence) and the abolishment of limits on the
number of personnel allowed in workplace. Our business operations were not impacted
by the enforcement of the "Transition to Endemic" phase beginning 1 April 2022.

150
150
RegistrationNo.
Registration No.201901033362
201901033362 (1342692-X)
(1342692-X)

7. BUSINESS OVERVIEW (CONT'D)

7.17.2 Impact on sales, delivery and receipt of supplies

There was no material adverse impact on our sales and delivery schedule during the
COVID-19 pandemic. As and when required, we had informed our customers of the
potential delay in delivery schedule and in view of the COVID-19 situation, our
customers did not initiate any penalty claims against our Group arising from the delay.
Outstanding orders arising from the temporary suspension of business operations
between 18 March 2020 and 18 April 2020 were fulfilled and delivered by June 2020.

Our sales activities have been able to continue to be carried out through online
meetings so we have not faced any major disruptions in our sales and marketing
activities. In addition, we did not face any shortages or material delays in the receipt of
supplies.

Further, there were no material impact on our sales, delivery and receipt of supplies
upon the enforcement of the "Transition to Endemic" phase beginning 1 April 2022.

7.17.3 Impact on our business cash flows, liquidity, financial position and financial
performance

Despite the temporary suspension of business operations between 18 March 2020 and
18 April 2020, all outstanding orders recorded during this period were fulfilled and
delivered by June 2020. Save as disclosed above, we have been allowed to operate
and all orders were fulfilled in accordance with the intended delivery schedule. Hence,
there were no material impact to our revenue recognition for the FYE 2020 and FYE
2021.

Further, there was no material impact to our business cash flows, liquidity, financial
position and financial performance upon the enforcement of the "Transition to Endemic"
phase beginning 1 April 2022.

7.17.4 Steps taken to address the impact of COVID-19

In response to the COVID-19 pandemic, our Group has established a standard safety
protocol that outlines several infection control measures based on the guidelines and
SOP issued by MITI, to protect employees and customers against COVID-19 infection.
As at the LPD, measures in the standard safety protocol undertaken by our Group
include:

(i) wearing of face masks;

(ii) frequent sanitising and washing of hands prior to entering our business
premises and work places; and

(iii) sanitising all common areas of our business premises and work places;

To comply with the SOPs imposed since March 2020, our Group has incurred costs
amounting to approximately RM47,000 for COVID-19 related expenses such as
purchase of face masks and disinfection liquid, sprays and hand sanitisers, COVID-19
tests undertaken by our employees and vaccinations for employees, which is not
material to our Group during the Financial Years Under Review. As at the LPD, there
has been no actions taken or penalties issued by the relevant authorities for breach of
any laws relating to COVID-19 restrictions and / or SOPs.

151
151
Registration
RegistrationNo.
No.201901033362 (1342692-X)
201901033362(1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

7.18 MAJOR APPROVALS, LICENCES AND PERMITS OBTAINED

As at the LPD, we hold the following major approvals, licences and permits for our business operations:

No. Company Description of Approving Certificate No. / Issuance Major conditions imposed Status of
certificate / authority Registration No. date / compliance
licence / permit / Validity
Licence No. / period
Permit No. /
Reference No.

1. ETSB Manufacturing MITI A024485 Issue date (i) Site: Lot 11 Asasjaya. Noted
licence for Lot 11 30 June 2022
Asasjaya for: (ii) MITI and MIDA must be notified of any Complied
Validity period sale of the shares in the company.
(i) stainless-steel Not applicable
carrier for (iii) The company shall train Malaysian Complied
advanced citizen in order to transfer technology
wafer level and knowhow to every level of the
integrated employee structure.
circuit and
semiconductor (iv) The company shall ensure that its Complied
devices capital complies with the ratio of capital
(ii) chip aging test investment per employee (CIPE) of not
board less than RM140,000 for each
employee employed.

(v) The total amount of fulltime workforce Complied


of the company should consist of
80.00% Malaysians. Employment of
foreign employees including
employees hired on an outsource basis
shall adhere to any current and existing
governmental policies.

152
152
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Company Description of Approving Certificate No. / Issuance Major conditions imposed Status of
certificate / authority Registration No. date / compliance
licence / permit / Validity
Licence No. / period
Permit No. /
Reference No.

(vi) The company is required to disclose Complied


information relating to the status of
investment and projects under the
Industrial Co-ordination Act 1975 and
Malaysian Investment Development
Authority (Incorporation) Act 1965
when required by MIDA. Failure to
disclose the abovementioned
information:
(a) shall be an offence and shall be
liable to a fine not exceeding
RM1,000 or to imprisonment for
a term not exceeding 3 months
or to both and in the case of a
continuing offence, to a fine not
exceeding RM500 for each day
during which such offence is
continued after conviction;
(b) shall commit an offence if the
company furnish any false or
misleading statement or
information and shall be liable to
a fine not exceeding RM2,000 or
to imprisonment for a term not
exceeding 6 months or to both.
(vii) The company shall carry out its projects Complied
as approved and in accordance with
the prevailing laws and regulations of
Malaysia.

153
153
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Company Description of Approving Certificate No. / Issuance Major conditions imposed Status of
certificate / authority Registration No. date / compliance
licence / permit / Validity
Licence No. / period
Permit No. /
Reference No.

2. ETSB Manufacturing Royal P78G6 Issue date Nil Not


warehouse licence Malaysian 202100000002 25 November applicable
for Lot 11 Asasjaya: Customs 2021
Department
(i) test board Validity period
(PCBA) 1 December
(ii) parts for 2021 to 30
semiconductor November
machines 2023
(iii) sub-assembly
module for
machine
(iv) factory
automation
system
(v) parts for IC
packaging
process
(vi) automated
inspection
machine
(vii) chip aging test
board
(viii) stainless steel
carrier

154
154
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Company Description of Approving Certificate No. / Issuance Major conditions imposed Status of
certificate / authority Registration No. date / compliance
licence / permit / Validity
Licence No. / period
Permit No. /
Reference No.

3. ETSB Business and MBSP PRI/02/20220104/ Issue date Nil Not


signage licence for 9162 29 December applicable
No. 22, Lorong 2022
Impian Ria 4, Taman
Impian Ria, 14000 Validity period
Bukit Mertajam, 29 December
Pulau Pinang for: 2022 to 31
December
(i) business office 2023
(ii) advertisement

4. ETSB Business and MBSP PRI/02/20220215/ Issue date Nil Not


signage licence for 7667 19 December applicable
Lot 11 Asasjaya for: 2022

(i) manufacturing Validity period


of electrical and 19 December
electronic 2022 to 31
components December
(ii) assembly of 2023
electronic
component,
PCB hardware
and printing of
stainless steel
carrier plate for
CSP products.
(iii) business office
(iv) store
(v) advertisement

155
155
Registration No. 201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Company Description of Approving Certificate No. / Issuance Major conditions imposed Status of
certificate / authority Registration No. date / compliance
licence / permit / Validity
Licence No. / period
Permit No. /
Reference No.

5. EVSB Manufacturing Royal P78G6 Issue date (i) Issuance of this licence is subjected to Noted
warehouse licence Malaysian 201900000035 21 November conditions imposed by the Director
for Lot 9 Asasjaya: Customs 2022 General of Customs under Customs
Department Act 1967, Sales Tax Act 1972, Service
(i) reel auto Validity period Act 1975 and Excise Act 1976.
changer and 1 December
cassette loader 2022 to 30 (ii) Renewal of the licence shall be made to Complied
(ii) automated November the Customs Office in writing / online at
inspection 2024 least 1 month before the expiry date of
machine the existing licence and subject to any
(iii) parts for condition imposed by the Director
semiconductor General of Customs. Particulars of the
machine renewal of the licence will be
(iv) factory automatically updated in the
automation department’s database.
system
(v) test board (iii) No goods other than goods specified in Complied
(PCBA) the licence may be stored in any
licensed warehouse, duty free shop or
inland clearance depot.

156
156
Registration No. 201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Company Description of Approving Certificate No. / Issuance Major conditions imposed Status of
certificate / authority Registration No. date / compliance
licence / permit / Validity
Licence No. / period
Permit No. /
Reference No.

(iv) The issuance of this licence does not Noted


relieve the licencee from his duty to
comply with the requirements of any
other written law related to his
business.

(v) Licensee to notify the Royal Malaysian Noted


Customs Department in writing within
14 days, in the event of change in the
board of directors of licensee, winding
up order or application for winding up,
appointment of receiver or liquidator
and/or involvement in any civil claims,
bankruptcy, closure or other similar
matters

157
157
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Company Description of Approving Certificate No. / Issuance Major conditions imposed Status of
certificate / authority Registration No. date / compliance
licence / permit / Validity
Licence No. / period
Permit No. /
Reference No.

6. EVSB Business and MBSP PRI/02/20220215/ Issue date Nil Not


signage licence for 6783 29 December applicable
Lot 9 Asasjaya for: 2022

(i) manufacturing Validity period


of electrical and 29 December
electronic 2022 to 31
components December
(ii) assembly of 2023
machinery for
semiconductor
sector
(iii) business office
(iv) store
(v) advertisement

7. Edelteq Business and MBSP PRI/01/20220315/ Issue date Nil Not


signage licence for 3083 29 December applicable
No. 20, 1st Floor, 2022
Lorong Impian Ria 4,
Taman Impian Ria, Validity period
14000 Bukit 29 December
Mertajam, Pulau 2022 to 31
Pinang for: December
2023
(i) business office
(ii) advertisement

158
158
Registration No. 201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Company Description of Approving Certificate No. / Issuance Major conditions imposed Status of
certificate / authority Registration No. date / compliance
licence / permit / Validity
Licence No. / period
Permit No. /
Reference No.

8. CESB Business and MBSP PRI/01/20220317/ Issue date Nil Not


signage licence for 1706 21 December applicable
No. 18, Ground Floor, 2022
Lorong Impian Ria 4,
Taman Impian Ria, Validity period
14000 Bukit 21 December
Mertajam, Pulau 2022 to 31
Pinang for: December
2023
(i) business office
(ii) advertisement

9. DTSB Business and MBSP PRI/01/20220315/ Issue date Nil Not


signage licence for 5926 29 December applicable
first floor of No. 18, 1st 2022
Floor, Lorong Impian
Ria 4, Taman Impian Validity period
Ria, 14000 Bukit 29 December
Mertajam, Pulau 2022 to 31
Pinang for: December
2023
(i) business office
(ii) advertisement

159
159
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Company Description of Approving Certificate No. / Issuance Major conditions imposed Status of
certificate / authority Registration No. date / compliance
licence / permit / Validity
Licence No. / period
Permit No. /
Reference No.

10. ETMSB Business and MBSP PRI/01/20220315/ Issue date Nil Not
signage licence for 3284 29 December applicable
No. 20, Ground Floor, 2022
Lorong Impian Ria 4,
Taman Impian Ria, Validity period
14000 Bukit 29 December
Mertajam, Pulau 2022 to 31
Pinang for: December
2023
(i) business office
(ii) advertisement

11. Chin Yuen Wholesaler's poisons Director 011186 Issue date (i) The sale of the poisons is only allowed Complied
Fong licence (Type B General of 26 January in the approved premises as stipulated
licence) to import, Health of 2023 in this licence and the storage of
store and sell by Penang poisons is only allowed in the store
wholesale such Validity period located in Lot 11 Asasjaya.
poisons specified as 26 January
follows: 2023 to 31 (ii) The licence holder is only allowed to Complied
December sell / store poisons as stipulated in this
(a) chloral: Its 2023 licence after receiving written signed
condensation order from purchaser / user that
products, its contains information such as purpose
addition of purchase / usage.
products; their

160
160
Registration No. 201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Company Description of Approving Certificate No. / Issuance Major conditions imposed Status of
certificate / authority Registration No. date / compliance
licence / permit / Validity
Licence No. / period
Permit No. /
Reference No.

molecular (iii) The licence holder is prohibited from Complied


compounds importing or carrying out business
(Group D only) activity as a broker / distributor agent
(b) phenols (Part II except for tender company and
only). company which has obtained approval
to be an agent.

(iv) In the event Chin Yuen Fong: Noted and


to be
 resigns as the licence holder; or complied
 works in another location,

he shall:

(a) notify the Director General of


Health of Penang in relation to
the change of licence holder
name or address of workplace /
business before the
implementation of the change.
He shall also provide an
explanation in relation to the
reason for the change and the
proposed action to be taken in
relation to the storage of the
poisons at the location which he
has left / resigned as the licence
holder.

161
161
Registration No. 201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Company Description of Approving Certificate No. / Issuance Major conditions imposed Status of
certificate / authority Registration No. date / compliance
licence / permit / Validity
Licence No. / period
Permit No. /
Reference No.

(b) surrender the licence to the


Director General Health of
Penang for cancellation.

(c) be responsible to ensure the


ETSB did not continue to use the
poisons, failure of which shall
result the confiscation of the
poison from ETSB via court order
and he will also have difficulties
in future application for poison
licence.

In addition to the abovementioned major approvals, licences and permits for our business operations, pursuant to a letter dated 30 May 2022 issued by MIDA to
EVSB, EVSB is exempted from procuring a manufacturing licence pursuant to the Industrial Co-ordination Act 1975 for its manufacturing activity of reel auto
changer and cassette loader, automated inspection machine, parts for semiconductor machines and factory automation system at Lot 9 Asasjaya. However, in the
event EVSB has shareholders' fund of more than RM2,500,000 and 75 full time employees, EVSB is required to apply for a manufacturing licence pursuant to the
Industrial Co-ordination Act 1975. For clarification, as at the FYE 2022, EVSB has shareholders’ fund of RM441,821 and 14 full time employees.

162
162
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

7.19 INFORMATION ON MATERIAL LANDS AND BUILDINGS

7.19.1 Land owned by our Group

A summary of the land owned by our Group as at the LPD is as follows:

No. Registered/ Title details Description / Category of land Restriction in Date of Land area# Net book
Beneficial Existing use use / Express interest / acquisition value as
owner condition of land Material at 31
/ encumbrances December
Tenure of land 2022
sq. ft RM'000
1. Edelteq(1) H.S.(D) 51229, Description Category of land Restrictions in 24 August 63,745.70 3,490
PT 6139, Vacant land use interest 2020
Mukim 13, Industry This land is
Daerah Existing use restricted from
Seberang Perai Commenced Express condition being transferred,
Selatan, Negeri construction in of land charged, leased,
Pulau Pinang January 2023 (i) This land shall subleased, tenanted
be used for the or involved in any
Intended use purposes of business without the
Proposed Batu automation written consent of
Kawan Factory solution, the state authority
semiconductor
parts and Material
precision encumbrances
manufacturing Charged to Hong
only Leong Islamic Bank
Berhad on 30
(ii) The first September 2022(2)
owner after
PDC shall,
within 2 years
from the date
of the
registration of
the transfer or

163
163
Registration No. 201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Registered/ Title details Description / Category of land Restriction in Date of Land area# Net book
Beneficial Existing use use / Express interest / acquisition value as
owner condition of land Material at 31
/ encumbrances December
Tenure of land 2022
sq. ft RM'000
any approved
period by the
state
authority, build
a factory or
factories on
this land as
approved by
the state
authority

Tenure of land
60 years expiring
on 4 July 2082
(remaining tenure
of 59 years as at
the LPD)

Notes:

# Conversion of original measurement for property in sq. m. to sq. ft. at 1 sq. m. = 10.7639 sq. ft.

(1) By virtue of the Sale and Purchase Agreement dated 24 August 2020 entered into between Edelteq (as purchaser) and PDC (as vendor) for the
acquisition of the Batu Kawan Land for a cash consideration of RM3,314,776.40. On 5 July 2022, the issue document of title in respect of the Batu
Kawan Land has been issued under the name of PDC. On 20 September 2022, the solicitors of Edelteq have submitted the issue document of
title and the Memorandum of Transfer (Borang 14A) dated 6 September 2022 together with all other relevant documents to the land registry for
registration and transfer of ownership of the Batu Kawan Land in favour of Edelteq. The transaction was completed on 8 April 2021 and the issue
document of title has been registered in favour of our Company on 20 September 2022.

164
164
Registration No. 201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

(2) On 5 July 2022, the issue document of title in respect of the Batu Kawan Land has been issued. The solicitors of Edelteq have on 13 September
2022 submitted an application to the state authority for the consent to charge in favour of Hong Leong Islamic Bank Berhad. The state authority
consent to charge has subsequently been issued and the registration of the Memorandum of Charge in favour of Hong Leong Islamic Bank Berhad
has been registered on 30 September 2022.

7.19.2 Properties owned by our Group

A summary of the properties owned by our Group as at the LPD are as follows:

No. Registered Title details / Description / Category of Restriction in Date of Land area / Date of Net book
owner Property address Existing use land use / interest / acquisition / Gross Issuance of value as
Express Material Approximate built-up CF / CCC at 31
condition of encumbrances age of area# December
land use / building 2022
Tenure of
Property
Years sq. ft. RM'000
1. ETMSB Title details Description Category of Restriction in Date of Land area 9 July 1998 196
(i) GM 3232, Lot Double-storey land use interest acquisition 1,194.79
10037, Mukim 14, shop office Building Nil 18 April 2013
Daerah Seberang Gross built-
Perai Tengah, Existing use Express Material Approximate up area
Negeri Pulau Vacant condition of encumbrances age of building 2,260.63
Pinang land use Nil 24
(ii) GM 3350, Lot This land
10169, Mukim 14, shall be used
Daerah Seberang for business
Perai Tengah, purposes
Negeri Pulau only
Pinang
Tenure
Property address Freehold
No. 4, Lorong Impian
Ria 6, Taman Impian
Ria 14000 Bukit
Mertajam, Pulau
Pinang

165
165
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Registered Title details / Description / Category of Restriction in Date of Land area / Date of Net book
owner Property address Existing use land use / interest / acquisition / Gross Issuance of value as
Express Material Approximate built-up CF / CCC at 31
condition of encumbrances age of area# December
land use / building 2022
Tenure of
Property
Years sq. ft. RM'000
2. ETMSB Title details Description Category of Restriction in Date of Land area 29 352
GM 1425, Lot 6593, Double-storey land use interest acquisition 1,194.79 November
Mukim 14, Daerah shop office Building Nil 22 July 2015 1997
Seberang Perai Gross built-
Tengah, Negeri Pulau Existing use Express Material Approximate up area
Pinang (i) Ground condition of encumbrances age of building 2,250.07
floor is land use Nil 25
Property address rented to This land
No. 18, Lorong Impian CESB used shall be used
Ria 4 as its office for business
Taman Impian Ria purposes purposes
14000 Bukit (ii) First floor is only
Mertajam, Pulau rented to
Pinang DTSB used Tenure
as its office Freehold
purposes

166
166
Registration No. 201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Registered Title details / Description / Category of Restriction in Date of Land area / Date of Net book
owner Property address Existing use land use / interest / acquisition / Gross Issuance of value as
Express Material Approximate built-up CF / CCC at 31
condition of encumbrances age of area# December
land use / building 2022
Tenure of
Property
Years sq. ft. RM'000
3. ETMSB Title details Description Category of Restriction in Date of Land area 29 352
GM 1426, Lot 6594, Double-storey land use interest acquisition 1,194.79 November
Mukim 14, Daerah shop office Building Nil 22 July 2015 1997
Seberang Perai Gross built-
Tengah, Negeri Pulau Existing use Express Material Approximate up area
Pinang (i) Ground condition of encumbrances age of building 2,250.07
floor is used as land use Nil 25
Property address ETMSB’s office This land
No. 20, Lorong Impian (ii) First shall be used
Ria 4 floor is rented to for business
Taman Impian Ria Edelteq used purposes
14000 Bukit as our Group’s only
Mertajam, Pulau head office Tenure
Pinang Freehold

4. ETMSB Title details Description Category of Restriction in Date of Land area 29 352
GM 1427, Lot 6595, Double-storey land use interest acquisition 1,194.79 November
Mukim 14, Daerah shop office Building Nil 22 July 2015 1997
Seberang Perai Gross built-
Tengah, Negeri Pulau Existing use Express Material Approximate up area
Pinang Rented to condition of encumbrances age of building 2,250.07
ETSB used as land use Nil 25
Property address its office This land
No. 22, Lorong Impian purposes shall be used
Ria 4 for business
Taman Impian Ria purposes
14000 Bukit only
Mertajam, Pulau
Pinang Tenure
Freehold

167
167
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

No. Registered Title details / Description / Category of Restriction in Date of Land area / Date of Net book
owner Property address Existing use land use / interest / acquisition / Gross Issuance of value as
Express Material Approximate built-up CF / CCC at 31
condition of encumbrances age of area# December
land use / building 2022
Tenure of
Property
Years sq. ft. RM'000
5. ETMSB Title details Description Category of Restriction in Date of Land area 6 March 3,225
GM 4281, Lot 50517, 4-storey shop land use interest acquisition 1,679.17 2019
Mukim 11, Daerah office Building Nil 16 April 2018
Seberang Perai Gross built-
Tengah, Negeri Pulau Existing use Express Material Approximate up area
Pinang (i) Ground and condition of encumbrances age of building 6,705.41
first floors land use Nil 3
Property address are rented This land
No. 9 Jalan Juru to Smilebay shall be used
Sentral Dental Sdn for business
14000 Bukit Bhd used purposes
Mertajam, Pulau as a dental only
Pinang clinic
(ii) Second Tenure
floor is Freehold
vacant and
intended to
be rented
out to third
party
(iii) Third floor
is rented to
Chillmate
Sdn Bhd
used as a
health food
cafe

168
168
Registration
Registration No.
No. 201901033362 (1342692-X)
201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

Note:

# Conversion of original measurement for land in sq. m. to sq. ft.at 1 sq. m.= 10.7639 sq. ft. or square millimetres to sq. ft. at 1 sq. ft. = 92,903 square
millimetres, where applicable.

7.19.3 Properties rented by our Group from third party

A summary of the properties rented by our Group from third party as at the LPD are as follows:

No. Landlord Tenant Property address Description / Land area# / Gross Tenure of the Rental per Date of
Existing use built-up area^ tenancy annum Issuance of
CF / CCC
sq. ft
1. Meganes EVSB No. 9, Lorong Description Land area 2 years from 1 RM60,000 (based 5 January
Technology Asasjaya 19, Double-storey 6,070.85 February 2022 to 31 on a monthly rental 2016
Sdn Bhd Kawasan Industri semi-detached January 2024 with of RM5,000)
Ringan Asasjaya, light industry Gross built-up area an option to renew
14000 Bukit factory 3,965.42 for a further 1 year
Mertajam, Pulau
Pinang Existing use
Used as
manufacturing
site and office for
EVSB

2. Meganes ETSB No. 11, Lorong Description Land area 2 years from 1 RM60,000 (based 5 January
Technology Asasjaya 19, Double-storey 6,060.08 February 2022 to 31 on a monthly rental 2016
Sdn Bhd Kawasan Industri semi-detached January 2024 with of RM5,000)
Ringan Asasjaya, light industry Gross built-up area an option to renew
14000 Bukit factory 3,965.42 for a further 1 year
Mertajam, Pulau
Pinang Existing use
Used as
manufacturing
site and office for
ETSB

169
169
Registration No. 201901033362 (1342692-X)

7. BUSINESS OVERVIEW (CONT’D)

Notes:
# Conversion of original measurement for land in sq. m. to sq. ft. at 1 sq.m. = 10.7639 sq. ft..
^ Conversion of the original measurement for properties in square millimetres to sq. ft. at 1 sq. ft. = 92,903 square millimetres.
As at the LPD, our Group are in compliance with the relevant laws, regulations, rules or requirements governing the properties owned and rented by our
Group.
7.19.4 Properties rented to third party
A summary of the properties rented to third party as at the LPD are as follows:
No. Landlord Tenant Property address Description / Tenanted built-up Tenure of the Rental per Date of
Existing use area^ tenancy annum Issuance of
CF / CCC
sq.ft. RM
1. ETMSB Smilebay No. 9 Jalan Juru Description 3,352.71 3 years from 7 May 173,880 (based on 6 March 2019
Dental Sentral Ground and first 2022 to 6 May 2025 a monthly rental of
Sdn Bhd 14000 Bukit floors of a 4- with an option to 14,490)
Mertajam, Pulau storey shop renew for a further
Pinang office term of 3 years
Existing use
Used as a dental
clinic

2. ETMSB Chillmate No. 9 Jalan Juru Description 1,676.35 3 years from 5 July 50,400 (based on a 6 March 2019
Sdn Bhd Sentral Third floor of a 4- 2022 to 4 July 2025 monthly rental of
14000 Bukit storey shop with an option to 4,200)
Mertajam, Pulau office renew for a further
Pinang term of 3 years
Existing use
Used as a health
food cafe

Note:
^ Conversion of the original measurement for properties in square millimetres to sq. ft. at 1 sq. ft. = 92,903 square millimetres, where applicable.

170
170

You might also like